Event of Default Sample Clauses
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Event of Default. (a) Each of the following events shall constitute an event of default hereunder (an “Event of Default”):
(i) if (A) any portion of the Debt is not paid in full on the Maturity Date, (B) the Debt Service is not paid in full on or before the related Payment Date, or (C) any other portion of the Debt is not paid within five (5) days of when due;
(ii) if any of the Taxes or Other Charges are not paid (with respect to each or any Individual Property) prior to Delinquency;
(iii) if the Policies (with respect to each or any Individual Property) are not kept in full force and effect, or if certified copies of the Policies (for each Individual Property) are not delivered to Lender upon request (or certificates thereof, if a Policy shall be renewed and certified copies of the Policy are not immediately available upon such renewal (each Borrower agreeing in such instance to provide copies of the Policies to Lender promptly thereafter));
(iv) if any Borrower Transfers or otherwise encumbers any portion of the Properties, the Collateral or the Senior Mezzanine Collateral, or there shall otherwise occur a Transfer without Lender’s prior consent in violation of the provisions of this Agreement, the Pledge Agreement or any other Loan Document;
(v) if any representation or warranty made by any Borrower or any other Loan Party herein or in any other Loan Document, or in any report, certificate, financial statement or other instrument, agreement or document or other material or written information furnished to Lender shall have been false or misleading in any material respect as of the date the representation or warranty was made (and, with respect to any such breach which is not the subject of any other subsection of this Section 8.1 and which is capable of being cured, such Borrower fails to remedy such condition within ten (10) days following notice to Borrower from Lender, in the case of any such breach which can be cured by the payment of a sum of money, or within thirty (30) days following notice from Lender in the case of any other such breach);
(vi) if any Borrower, Senior Mezzanine Borrower or Mortgage Borrower shall make an assignment for the benefit of creditors; or if a receiver, liquidator or trustee shall be appointed for any Borrower, Senior Mezzanine Borrower or Mortgage Borrower, or if any Borrower, Senior Mezzanine Borrower or Mortgage Borrower shall be adjudicated a bankrupt or insolvent, or if any petition for bankruptcy, reorganization or arrangement pur...
Event of Default. The occurrence of any of the following events of default ("Event of Default") shall, at the option of the Holder hereof, make all sums of principal and interest then remaining unpaid hereon and all other amounts payable hereunder immediately due and payable, upon demand, without presentment, or grace period, all of which hereby are expressly waived, except as set forth below:
Event of Default. 7.1. Each of the following events shall be regarded as an Event of Default:
7.1.1 Where the Pledgor or the Domestic Company fails to fully perform his or its Contractual Obligations;
7.1.2 Where any representation or warranty made by the Pledgor under Article 5 hereof contains material misleading statements or errors and/or the Pledgor breaches any representation or warranty under Article 5 hereof;
7.1.3 Where the Pledgor breaches any covenant under Article 6 hereof;
7.1.4 Where the Pledgor breaches any provision of this Agreement;
7.1.5 Except for the circumstance set forth in Article 6.1.1 hereof, where the Pledgor waives the Pledged Equity or transfers or otherwise disposes the Pledged Equity without prior written consent of the Pledgee;
7.1.6 Where any of the Pledgor’s external loans, guaranties, compensations, undertakings or other debt repayment obligations (1) is required to be repaid or performed prior to the scheduled due date because of a default; or (2) is due but cannot be repaid or performed as scheduled, causing the Pledgee to believe that the Pledgor’s ability to perform the obligations hereunder has been affected;
7.1.7 Where the Pledgor is incapable of repaying his general debts or other indebtedness;
7.1.8 Where this Agreement becomes illegal or the Pledgor cannot continue performing the obligations hereunder due to the promulgation of any relevant laws and regulations;
7.1.9 Where all consents, permits, approvals or authorizations from the governmental agencies which are necessary for the enforceability, legality or effectiveness of this Agreement, are cancelled, suspended, invalidated, or substantially amended;
7.1.10 Where there have been adverse changes to the properties owned by the Pledgor, which causes the Pledgee to believe that the ability of the Pledgor to perform the obligations hereunder has been affected;
7.1.11 Where the successor or custodian of the Domestic Company may only perform a portion of, or refuses to perform, the payment obligations under the Exclusive Business Cooperation Agreement; and
7.1.12 Other circumstances under which the Pledgee cannot exercise the right to enforce the Pledge according to relevant laws and regulations.
7.2. The Pledgor shall immediately give a written notice to the Pledgee if the Pledgor knows or discovers that any event specified under Article 7.1 hereof or any event that may result in the foregoing events has occurred.
7.3. Unless an Event of Default under Article 7.1 hereof has been so...
Event of Default. (a) The following shall, after the expiration of the applicable cure period provided in subsection (b) of this section, constitute an Event of Default:
(i) the breach by either party hereto in the observance or performance of any material covenant, condition or undertaking contained herein; or
(ii) if any material representation or warranty made by either party shall prove to have been or become false or misleading in any material respect.
(b) An Event of Default shall not be deemed to have occurred until twenty (20) business days after the nondefaulting party has provided the defaulting party with written notice specifying the event or events that, if not cured, would constitute an Event of Default and specifying the action necessary to cure the Event of Default within such period. This period may be extended for a reasonable period of time if the defaulting party is acting in ▇▇▇▇ ▇▇▇▇▇ to cure the default and such default is not materially adverse to the other party.
(c) Upon the occurrence of an Event of Default, the nondefaulting party may terminate this Agreement, unless the non-defaulting party is also in default hereunder.
(d) If this Agreement is terminated because of an Event of Default by Permittee as defined in Section 4.1(a), Permittee shall pay Manager for all Net Losses incurred under this Agreement and paid by Manager through either (i) a reduction in the purchase price to be paid to Permittee by Manager at the Closing of the Option Agreement or (ii) if there is no Closing of the Option Agreement, by payment from Permittee within 90 days of termination of the Option Agreement. Likewise, if closing fails to occur under the Exchange Agreement and Manager's parent company is not in material breach under such Agreement, Permittee shall pay Manager for all Net Losses, with such payment being made within ninety (90) days after termination of the Exchange Agreement. For purposes of this Agreement, "Net Losses" means the extent to which the unreimbursed expenses paid or incurred by Manager under this Agreement exceed the Account Receivables collected or generated (and less than 90 days old) by Manager as Management fees pursuant to Article II of this Agreement.
Event of Default. Any of the following shall constitute an "Event of Default":
Event of Default. “Event of Default” shall mean the occurrence or existence of any one or more of the following:
Event of Default. The words “Event of Default” mean any of the events of default set forth in this Agreement in the default section of this Agreement.
Event of Default. The words "Event of Default" mean and include without limitation any of the Events of Default set forth below in the section titled "Events of Default."
Event of Default. The occurrence of any one or more of the following events shall constitute a breach of this Lease and an “Event of Default” hereunder:
(a) Tenant shall fail duly and punctually to pay Rent, or to make any other payment required hereunder, when due to City, and such failure shall continue beyond the date specified in a written notice of such default from Director, which date shall be no earlier than the third (3rd) day after the effective date of such notice. Notwithstanding the foregoing, in the event there occurs two (2) defaults in the payment of Rent or other payment during the Term, thereafter Tenant shall not be entitled to, and City shall have no obligation to give, notice of any further defaults in the payment of Rent or other payment. In such event, there shall be deemed to occur an Event of Default immediately upon Tenant’s failure to duly and punctually pay Rent or other payment hereunder; or
(b) Tenant shall become insolvent, or shall take the benefit of any present or future insolvency statute, or shall make a general assignment for the benefit of creditors, or file a voluntary petition in bankruptcy, or a petition or answer seeking an arrangement for its reorganization, or the readjustment of its indebtedness under the federal bankruptcy laws, or under any other law or statute of the United States or of any state thereof, or consent to the appointment of a receiver, trustee, or liquidator of any or substantially all of its property; or
(c) A petition under any part of the federal bankruptcy laws, or an action under any present or future insolvency law or statute, shall be filed against Tenant and shall not be dismissed within thirty (30) days after the filing thereof; or
(d) There shall occur a Transfer without the prior approval of the City; or
(e) Tenant shall voluntarily abandon, desert or vacate the Premises; or
(f) Any lien shall be filed against the Premises as a result of any act or omission of Tenant, and shall not be discharged or contested by Tenant in good faith by proper legal proceedings within twenty (20) days after receipt of notice thereof by Tenant; or
(g) Tenant shall fail to provide, maintain, increase, or replace, the Deposit as required herein; or
(h) Tenant shall fail to obtain and maintain the insurance required hereunder, or provide copies of the policies or certificates to City as required herein; or
(i) Tenant shall fail to keep, perform and observe each and every other promise, covenant and agreement set forth in thi...
Event of Default. See §12.