Default on Other Indebtedness. A default shall occur in the payment when due (subject to any applicable grace period), whether by acceleration or otherwise, of any Recourse Indebtedness (other than Indebtedness described in Section 8.1.1 or Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiaries) of the Consolidated Group having a principal amount, individually or in the aggregate, in excess of $25,000,000, or a default shall occur in the performance or observance of any obligation or condition, or any other event shall occur or condition shall exist, in either case, with respect to such Recourse Indebtedness (subject to any applicable grace period) if the effect of such default or other event or condition is to accelerate the maturity of any such Recourse Indebtedness or cause such Recourse Indebtedness to become due and payable or to require such Recourse Indebtedness to be prepaid, redeemed, purchased or defeased, or to cause an offer to purchase or defease such Recourse Indebtedness to be required to be made, prior to its expressed maturity; provided, however, that payments required pursuant to the terms of an instrument or agreement otherwise permitted hereunder, that are not the result of a default in the performance or observance of any obligation or condition, shall not be deemed a default under this Section 8.1.5.
Appears in 2 contracts
Sources: Credit Agreement (Strategic Hotels & Resorts, Inc), Credit Agreement (Strategic Hotels & Resorts, Inc)
Default on Other Indebtedness. A (i) a default shall occur in the payment of any amount when due (subject to any applicable grace or cure period), whether by acceleration or otherwise, of any Recourse principal or stated amount of, or interest or fees on, any Indebtedness (other than Indebtedness described in Section 8.1.1 or Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiariesthe Obligations) of the Consolidated Group any Credit Party or Subsidiary having a principal or stated amount, individually or in the aggregate, in excess of $25,000,0001,000,000, or a default shall occur in the performance or observance of any obligation or condition, or any other event shall occur or condition shall exist, in either case, with respect to any such Recourse Indebtedness (subject to any applicable grace period) if the effect of such default or other event or condition is to accelerate the maturity of such Indebtedness, or (ii) any such Recourse Indebtedness of any Credit Party or cause such Recourse Indebtedness to become due and payable Subsidiary having a principal or to require such Recourse Indebtedness stated amount, individually or in the aggregate, in excess of $1,000,000 shall otherwise be required to be prepaid, redeemed, purchased or defeased, or to cause require an offer to purchase or defease such Recourse Indebtedness to be required to be made, prior to its expressed maturity; provided, howeverfurther, that, an Event of Default under this clause (f) caused by the occurrence of a breach or default with respect to Indebtedness in excess of the $1,000,000 shall be cured for purposes of this Agreement upon the Person asserting such breach or default waiving such breach or default in writing or such Person delivering written notice to the applicable Credit Party or Subsidiary that payments required pursuant to such breach or default has been cured in accordance with the terms of an instrument such Indebtedness if, at the time of such waiver or agreement otherwise permitted hereunder, that are not such cure neither the result Administrative Agent nor the Lenders has exercised any remedies with respect to such Event of a default in the performance or observance of any obligation or condition, shall not be deemed a default under this Section 8.1.5Default.
Appears in 2 contracts
Sources: Credit Agreement (Verano Holdings Corp.), Credit Agreement (Verano Holdings Corp.)
Default on Other Indebtedness. (i) A Loan Party or Subsidiary thereof shall default shall occur in the payment of any amount when due (subject to any applicable grace period), whether by acceleration or otherwise, of any Recourse Indebtedness (other than Indebtedness described in Section 8.1.1 principal or Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiaries) of the Consolidated Group having a principal amountstated amount of, individually or in the aggregate, in excess of $25,000,000interest or fees on any Material Indebtedness, or a Loan Party or Subsidiary thereof shall default shall occur in the performance or observance of any covenant, obligation or condition, or any other event shall occur or condition shall exist, in either case, with respect to such Recourse any Material Indebtedness (subject to any applicable grace period) if and the effect of such default or other event or condition is to accelerate the maturity of such Material Indebtedness or to permit the holder or holders of such Material Indebtedness, or any trustee or agent for such holders, to cause or declare any such Recourse Indebtedness or cause such Recourse Material Indebtedness to become immediately due and payable payable, or to require any such Recourse Material Indebtedness to be or prepaid, redeemed, purchased or defeased, or to require an offer to purchase or defease any such Material Indebtedness to be made, prior to its expressed maturity, or (ii) any Material Indebtedness shall otherwise be required to be prepaid, redeemed, purchased or defeased, or to cause require an offer to purchase or defease such Recourse Material Indebtedness to be required to be made, prior to its expressed maturity; provided, however, that payments required pursuant this clause (g) shall not apply to (x) secured Indebtedness permitted under this Loan Agreement that becomes due as a result of the terms of an instrument or agreement otherwise permitted hereunder, that are not the Disposition (including as a result of a default casualty or condemnation event) of the property or assets securing such Indebtedness, to the extent such Indebtedness is promptly repaid in full with the performance or observance proceeds thereof, and (y) guarantees of any obligation or condition, shall not be deemed a default under this Section 8.1.5Indebtedness that are satisfied promptly upon demand.
Appears in 2 contracts
Sources: Loan Agreement (Mimedx Group, Inc.), Loan Agreement (Mimedx Group, Inc.)
Default on Other Indebtedness. (i) A Loan Party or Subsidiary thereof shall default shall occur in the payment of any amount when due (subject to any applicable grace period), whether by acceleration or otherwise, of any Recourse Indebtedness (other than Indebtedness described in Section 8.1.1 principal or Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiaries) of the Consolidated Group having a principal amountstated amount of, individually or in the aggregate, in excess of $25,000,000interest or fees on any Material Indebtedness, or a Loan Party or Subsidiary thereof shall default shall occur in the performance or observance of any covenant, obligation or condition, or any other event shall occur or condition shall exist, in either case, with respect to such Recourse any Material Indebtedness (subject to any applicable grace period) if and the effect of such default or other event or condition is to accelerate the maturity of such Material Indebtedness or to permit the holder or holders of such Material Indebtedness, or any trustee or agent for such holders, to cause or declare any such Recourse Indebtedness or cause such Recourse Material Indebtedness to become immediately due and payable payable, or to require any such Recourse Material Indebtedness to be or prepaid, redeemed, purchased or defeased, or to require an offer to purchase or defease any such Material Indebtedness to be made, prior to its expressed maturity, or (ii) any Material Indebtedness shall otherwise be required to be prepaid, redeemed, purchased or defeased, or to cause require an offer to purchase or defease such Recourse Material Indebtedness to be required to be made, prior to its expressed maturity; provided, however, that payments required pursuant this clause (g) shall not apply to (x) secured Indebtedness permitted under this Loan Agreement that becomes due as a result of the terms of an instrument or agreement otherwise permitted hereunder, that are not the Disposition (including as a result of a default casualty or condemnation event) of the property or assets securing such Indebtedness, to the extent such Indebtedness is promptly repaid in full with the performance or observance proceeds thereof, and (y) guarantees of any obligation or condition, Indebtedness that are satisfied promptly upon demand; provided further that this clause (g) shall not be deemed a default under this apply if the relevant circumstance or event has been remedied or waived by the holders of such Material Indebtedness prior to any exercise of remedies pursuant to Section 8.1.510.02.
Appears in 2 contracts
Sources: Loan Agreement (Mimedx Group, Inc.), Loan Agreement (Mimedx Group, Inc.)
Default on Other Indebtedness. A (i) a default shall occur in the payment of any amount when due (subject to any applicable grace or cure period), whether by acceleration or otherwise, of any Recourse principal or stated amount of, or interest or fees on, any Indebtedness (other than Indebtedness described in Section 8.1.1 or Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiariesthe Obligations) of the Consolidated Group any Credit Party or Restricted Subsidiary having a principal or stated amount, individually or in the aggregate, in excess of $25,000,0001,000,000, or a default shall occur in the performance or observance of any obligation or condition, or any other event shall occur or condition shall exist, in either case, with respect to any such Recourse Indebtedness (subject to any applicable grace period) if the effect of such default or other event or condition is to accelerate the maturity of such Indebtedness, or (ii) any such Recourse Indebtedness of any Credit Party or cause such Recourse Indebtedness to become due and payable Restricted Subsidiary having a principal or to require such Recourse Indebtedness stated amount, individually or in the aggregate, in excess of $1,000,000 shall otherwise be required to be prepaid, redeemed, purchased or defeased, or to cause require an offer to purchase or defease such Recourse Indebtedness to be required to be made, prior to its expressed maturity; provided, howeverfurther that, an Event of Default under this clause (f) caused by the occurrence of a breach or default with respect to Indebtedness in excess of the $1,000,000 shall be cured for purposes of this Agreement upon the Person asserting such breach or default waiving such breach or default in writing or such Person delivering written notice to the applicable Credit Party or Restricted Subsidiary that payments required pursuant to such breach or default has been cured in accordance with the terms of an instrument such Indebtedness if, at the time of such waiver or agreement otherwise permitted hereunder, that are not such cure neither the result Administrative Agent nor the Lenders has exercised any remedies with respect to such Event of a default in the performance or observance of any obligation or condition, shall not be deemed a default under this Section 8.1.5Default.
Appears in 1 contract
Sources: Credit Agreement
Default on Other Indebtedness. A default shall occur in the payment when due (subject to any applicable grace period), whether by acceleration or otherwise, of any Recourse Indebtedness (other than Indebtedness described in Section 8.1.1 or Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiaries) of the Consolidated Group having a principal amount, individually or in the aggregate, in excess of $25,000,000, or a default shall occur in the performance or observance of any obligation or condition, or any other event shall occur or condition shall exist, in either case, with respect to such Recourse Indebtedness (subject to any applicable grace period) if the effect of such default or other event or condition is to accelerate the maturity of any such Recourse Indebtedness or cause such Recourse Indebtedness to become due and payable or to require such Recourse Indebtedness to be prepaid, redeemed, purchased or defeased, or to cause an offer to purchase or defease such Recourse Indebtedness to be required to be made, prior to its expressed maturity; provided, however, that payments required pursuant to the terms of an instrument or agreement otherwise permitted hereunder, that are not the result of a default in the performance or observance of any obligation or condition, shall not be deemed a default under this Section 8.1.5.
Appears in 1 contract
Sources: Senior Unsecured Credit Agreement (Strategic Hotels & Resorts, Inc)
Default on Other Indebtedness. A Loan Party or Subsidiary thereof shall default shall occur in the payment of any amount when due (subject to any applicable grace period), whether by acceleration or otherwise, of any Recourse Indebtedness (other than Indebtedness described in Section 8.1.1 principal or Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiaries) of the Consolidated Group having a principal amountstated amount of, individually or in the aggregate, in excess of $25,000,000interest or fees on any Material Indebtedness, or a Loan Party or Subsidiary thereof shall default shall occur in the performance or observance of any covenant, obligation or condition, or any other event shall occur or condition shall exist, in either case, with respect to such Recourse any Material Indebtedness (subject to any applicable grace period) if and the effect of such default or other event or condition is to accelerate the maturity of such Material Indebtedness or to permit the holder or holders of such Material Indebtedness, or any trustee or agent for such holders, to cause or declare any such Recourse Indebtedness or cause such Recourse Material Indebtedness to become immediately due and payable payable, or to require any such Recourse Material Indebtedness to be or prepaid, redeemed, purchased or defeased, or to require an offer to purchase or defease any such Material Indebtedness to be made, prior to its expressed maturity, or (ii) any Material Indebtedness shall otherwise be required to be prepaid, redeemed, purchased or defeased, or to cause require an offer to purchase or defease such Recourse Material Indebtedness to be required to be made, prior to its expressed maturity; provided, however, that payments required pursuant this clause (g) shall not apply to (x) secured Indebtedness permitted under this Loan Agreement that becomes due as a result of the terms of an instrument or agreement otherwise permitted hereunder, that are not the Disposition (including as a result of a default casualty or condemnation event) of the property or assets securing such Indebtedness, to the extent such Indebtedness is promptly repaid in full with the performance or observance proceeds thereof, and (y) guarantees of any obligation or condition, Indebtedness that are satisfied promptly upon demand; provided further that this clause (g) shall not be deemed a default under this apply if the relevant circumstance or event has been remedied or waived by the holders of such Material Indebtedness prior to any exercise of remedies pursuant to Section 8.1.510.02.
Appears in 1 contract
Sources: Loan Agreement (Mimedx Group, Inc.)
Default on Other Indebtedness. (i) A default shall occur in the payment when due (subject to any applicable grace period), whether by acceleration or otherwise, of any Recourse Indebtedness (other than Indebtedness described in Section 8.1.1 or Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiariesclause (a) above) of the Consolidated Group having a principal amountany Obligor or any of its Subsidiaries or any other Obligor, individually including any Guarantee Obligation; or in the aggregate, in excess of $25,000,000, or (ii) a default shall occur in the performance or observance of any obligation obligation, agreement or conditioncondition with respect to any such Indebtedness or contained in any instrument or agreement evidencing, securing or relating thereto; or (iii) any other event shall occur or condition shall exist, in either case, with respect to such Recourse Indebtedness if (subject to any applicable grace periodx) if the effect of such default or other default, event or condition is to accelerate the maturity of any such Recourse Indebtedness or (y) such default, event or condition shall continue unremedied for any applicable period of time sufficient to permit the holder or holders of such Indebtedness, or any trustee or agent for such holders, to cause or declare such Recourse Indebtedness to become due and payable or to require such Recourse Indebtedness to be prepaid, redeemed, purchased or defeased, or to cause require an offer to purchase or defease such Recourse Indebtedness to be required to be made, prior to its expressed maturity; providedprovided that a default, howeverevent or condition described in this clause (e) shall not at any time constitute an Event of Default unless, that payments required pursuant at such time, one or more defaults, events or conditions of the type described in this clause (e) shall have occurred and be continuing with respect to the terms of an instrument or agreement otherwise permitted hereundersuch Indebtedness having, that are not the result of a default in the performance or observance aggregate, an outstanding principal amount (or, in the case of any obligation Hedge Agreement, a Hedge Agreement Value) equal to or condition, shall not be deemed a default under this Section 8.1.5in excess of the Dollar Equivalent of $1,000,000.
Appears in 1 contract
Default on Other Indebtedness. A default shall occur in the payment when due (subject to any applicable grace period)period or, whether by acceleration or otherwise, of any Recourse Indebtedness of the Borrower or any of its Subsidiaries (other than Aladdin Music and AMH) (other than Indebtedness described in Section 8.1.1 or unsecured Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiaries) of the Consolidated Group Borrower or any such Subsidiary incurred in the ordinary course of business (including open accounts extended by suppliers on normal trade terms in connection with purchases of goods and services, but excluding, however, (x) Indebtedness incurred through the borrowing of money and (y) Contingent Liabilities in respect of Indebtedness other than Indebtedness of the nature referred to in clause (d) thereof)) having a principal amount, individually or in the aggregate, in excess of $25,000,0002,000,000, or a default Default shall occur in the performance or observance of any obligation or condition, or any other event shall occur or condition shall exist, in either case, with respect to such Recourse Indebtedness (subject to any applicable grace period) if the effect of such default or other event or condition Default is to accelerate the maturity of any such Recourse Indebtedness or such Default shall continue unremedied for any applicable period of time sufficient to permit the holder or holders of such Indebtedness, or any trustee or agent for such holders, to cause or declare such Recourse Indebtedness to become due and payable or to require such Recourse Indebtedness to be prepaid, redeemed, purchased or defeased, or to cause an offer to purchase or defease redeem such Recourse Indebtedness to be required to be made, prior to its expressed maturity; provided, however, that payments required pursuant to the terms of an instrument or agreement otherwise permitted hereunder, that are not the result of a default in the performance or observance of any obligation or condition, shall not be deemed a default under this Section 8.1.5.
Appears in 1 contract
Default on Other Indebtedness. A default shall occur in the payment of any amount when due (subject to any applicable grace period), whether by acceleration or otherwise, of any Recourse principal or stated amount of, or interest or fees on, any Indebtedness (other than Indebtedness described in Section 8.1.1 or Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiaries8.1.1) of the Consolidated Group Company or any of its Subsidiaries or any other Obligor having a principal or stated amount, individually or in the aggregate, in excess of $25,000,0007,500,000 (or the Dollar Equivalent thereof), or a default shall occur in the performance or observance of any obligation or condition, or any other event shall occur or condition shall exist, in either case, with respect to such Recourse Indebtedness (subject to any applicable grace period) if the effect of such default or other event or condition is to accelerate the maturity of any such Recourse Indebtedness or such default shall continue unremedied for any applicable period of time sufficient to permit the holder or holders of such Indebtedness, or any trustee or agent for such holders, to cause or declare such Recourse Indebtedness to become due and payable or to require such Recourse Indebtedness to be prepaid, redeemed, purchased or defeased, or to cause require an offer to purchase or defease such Recourse Indebtedness to be required to be made, prior to its expressed maturity; provided, however, provided that payments required pursuant to the terms of an instrument or agreement otherwise permitted hereunder, that are not the result of a default in the performance or observance of any obligation or condition, shall not be deemed a default under any Indebtedness issued under the Indentures resulting in an acceleration of such Indebtedness thereunder shall not constitute an Event of Default under this Section 8.1.58.1.5 prior to the termination of the Term Loan Commitments.
Appears in 1 contract
Sources: Credit Agreement (Ferro Corp)
Default on Other Indebtedness. A default shall occur in the payment of any amount when due (subject to any applicable grace period), whether by acceleration or otherwise, of any Recourse principal or stated amount of, or interest or fees on, any Indebtedness (other than Indebtedness described in Section 8.1.1 or Indebtedness with respect to Foreign Non-Borrowing Base Property Subsidiaries8.1.1) of the Consolidated Group Company or any of its Subsidiaries (other than a Receivables Subsidiary) or any other Obligor having a principal or stated amount, individually or in the aggregate, in excess of $25,000,00060,000,000, or a default shall occur in the performance or observance of any obligation or condition, or any other event shall occur or condition shall exist, in either case, with respect to such Recourse Indebtedness (subject to any applicable grace period) if the effect of such default or other event or condition is to accelerate the maturity of any such Recourse Indebtedness or such default shall continue unremedied for any applicable period of time sufficient to permit the holder or holders of such Indebtedness, or any trustee or agent for such holders, to cause or declare such Recourse Indebtedness to become due and payable or to require such Recourse Indebtedness to be prepaid, redeemed, purchased or defeased, or to cause require an offer to purchase or defease such Recourse Indebtedness to be required to be made, prior to its expressed maturity; provided, howeverthat a default, that payments required pursuant to event or condition described in this Section in respect of the terms of an instrument or agreement otherwise permitted hereunder, that are not the result of a default in the performance or observance of any obligation or condition, First Lien Loan Documents shall not at any time constitute an Event of Default (other than (i) a default, event or condition set forth in Section 8.1.1 of the First Lien Credit Agreement which shall constitute an Event of Default unless such default, event or condition is not cured or waived within 10 Business Days after the occurrence of such default, event or condition or (ii) the declaration of all or any portion of such Indebtedness to be deemed a default under this Section 8.1.5immediately due and payable which shall constitute an immediate Event of Default).
Appears in 1 contract