Events of Default and Remedies Therefor Clause Samples
The "Events of Default and Remedies Therefor" clause defines specific situations or actions that constitute a default under the agreement and outlines the rights and remedies available to the non-defaulting party. Typically, this clause lists events such as failure to make payments, breach of material terms, insolvency, or misrepresentation as triggers for default. Upon the occurrence of such events, the non-defaulting party may be entitled to accelerate obligations, terminate the agreement, or seek damages. The core function of this clause is to provide a clear framework for addressing breaches, thereby protecting parties from ongoing harm and ensuring predictable consequences for default.
Events of Default and Remedies Therefor. Any one or more of the following shall constitute an Event of Default hereunder:
(a) Default by Leasee in making any payment of money required hereunder, whether a Lease Payment, taxes or any other sum required to be paid, which default shall continue for ten (10) days after the due date for such payment;
(b) Default by Leasee in the observance or performance of any other covenant, condition, agreement or provision hereof, which default shall continue for thirty (30) days after the giving of notice thereof by Lessor to Leasee;
(c) If any representation or warranty made by Leasee in any statement or certificate furnished by Leasee in connection with the preparation or execution of the Agreement or the acquisition of the Equipment, or in this Agreement, is untrue in any material respect; or
(d) If Leasee becomes unable to pay its debts promptly as they come due in the usual course of its business, or becomes bankrupt or insolvent, or admits in writing an inability to pay its debts as they mature, or makes an assignment for the benefits of creditors, or applies for or consents to the appointment of a trustee or receiver for any part of its property, or petitions for an arrangement of its affairs under the Federal Bankruptcy Act, or if a trustee or receiver is appointed for Leasee or any part of its property, or bankruptcy, receivership, insolvency, reorganization, dissolution, liquidation or other similar proceeding is otherwise instituted by or against Leasee or all or any part of its property under the Federal Bankruptcy Act or other law of the United States or of any state or other competent jurisdiction. When an Event of Default has occurred the Lessor shall have the right to exercise any one or more of the following remedies:
(a) To take possession of the Equipment or any portion thereof wherever the same may be located without court or other legal process. Leasee hereby waives any and all damages occasioned by such taking and agrees to the summary seizure of the Equipment by seller without legal process.
(b) To sell any or all of the Equipment. Lessor shall apply the proceeds of sale of any or all of the Equipment to the payment of the expenses of retaking, storing, repairing or than normal wear and tear and selling the Equipment, reasonable attorneys fees and to the satisfaction of all indebtedness secured under this Agreement. Any surplus shall be paid to Leasee and any deficiency shall be paid to Lessor by Leasee.
(c) To terminate this Agreement as t...
Events of Default and Remedies Therefor. 14 Section 5.1. Events of Default 14 Section 5.2. Remedies Cumulative 15 Section 5.3. Delay or Omission Not a Waiver 15 Section 5.4. Waiver of Extension, Appraisement or Stay Laws 15 Section 5.5. Remedies Subject to Provisions of Law 15 ARTICLE VI. IMMUNITY 16 Section 6.1. Immunity 16 ARTICLE VII. SUPPLEMENTS AND AMENDMENTS TO THIS FINANCING AGREEMENT 17 Section 7.1. Supplements and Amendments to this Financing Agreement 17 ARTICLE VIII. DEFEASANCE 18 Section 8.1. Defeasance 18 ARTICLE IX. MISCELLANEOUS PROVISIONS 19 Section 9.1. Financing Agreement for Benefit of Parties Hereto 19 Section 9.2. Severability 19 Section 9.3. Limitation on Interest 19 Section 9.4. Addresses for Notice and Demands 19 Section 9.5. Successors and Assigns 20 Section 9.6. Counterparts 20 Section 9.7. Governing Law 20 This is a FINANCING AND COVENANT AGREEMENT, dated as of August 1, 2022 ("Financing Agreement") between THE FARM AT ZIONSVILLE JV, LLC, a limited liability company duly organized and validly existing under the laws of the State of Indiana ("Company"), and the TOWN OF ZIONSVILLE, INDIANA, a municipal corporation duly organized and validly existing under the laws of the State of Indiana ("Issuer" and "Town"). Indiana Code, Title 36, Article 7, Chapters 11.9, 12, 14 and 25 as supplemented and amended (collectively, "Act"), authorizes and empowers the Issuer to issue revenue bonds and to provide the proceeds therefrom for the purpose of financing costs of economic development facilities and infrastructure for diversification of economic development and promotion of job opportunities in or near such Issuer and vests the Issuer with powers that may be necessary to enable it to accomplish such purposes; The Zionsville Redevelopment Commission ("Redevelopment Commission") did on March 28, 2022, adopt a declaratory resolution ("Declaratory Resolution") establishing the Michigan Road Economic Development Area ("Area") located in the Town and, following a public hearing, the Declaratory Resolution was confirmed by a confirmatory resolution adopted on May 23, 2022; The Declaratory Resolution approved the economic development plan ("Plan") for the Area which Plan contained specific recommendations for economic development in the Area, and the Declaratory Resolution established an allocation area ("Allocation Area"), as an allocation area in accordance with IC 36-7-14-39 for the purpose of capturing property taxes generated from the incremental assessed value of real property locate...
Events of Default and Remedies Therefor. 16 Section 6.1.
Events of Default and Remedies Therefor. Section 6.01 [Reserved]
Section 6.02 [Reserved]
Section 6.03 [Reserved]
Section 6.04 [Reserved]
Section 6.05 [Reserved]
Section 6.06 [Reserved]
Events of Default and Remedies Therefor. Section 6.01. Events of Default 49 Section 6.02. Remedies; Rights of Noteholders 50 Section 6.03. Right of Noteholders to Direct Proceedings 51 Section 6.04. Vesting of Remedies 51 Section 6.05. Notice of Event of Default 51 Section 6.06. Proof of Claims 52 Section 6.07. Application of Moneys 52 Section 6.08. Waiver 52 Section 6.09. Discontinuance of Default Proceedings 52 Section 6.10. Termination of Proceedings 53 Section 7.01. Insurance Policy Collateralizing the Disbursement 53 Section 7.02. Terms of Insurance Policy 53 Section 7.03. Missed Payment under Proceeds Disbursing Agreement 53 Section 7.04. Obligor Payment Grace Period 53 Section 7.05. Notification of Special Redemption 54 Section 7.06. Payment of Series 2023-A Notes on Next Note Payment Date 54 Section 7.07. Trustee to File Claim Notices 54 Section 7.08. Marketing of Collateral 54 Section 7.09. Proof of Loss 54 Section 7.10. Claim Acceptance and Payment 55 Section 7.11. Collection Costs and Recoveries Subsequent to Proof of Loss 55 Section 7.12. Recoveries Deposited to Recovery Fund 56 Section 7.13. Conditions Precedent to Payment 56 Section 7.14. Redemption of Series 2023-A Notes on Special Redemption Date 57 Section 7.15. Monitor Acting on behalf of Named Insured 57 Section 7.16. Insurance Policy Incorporated by Reference 57
Events of Default and Remedies Therefor. (a) Events of Default. Any one or more of the following shall constitute an "Event of Default" as the term is used herein:
(1) a default in the payment of interest on the Loan or the Additional Loan (if made to Paradigm) when due and such default shall continue for more than five business days;
(2) a default in the payment of the principal at the expressed or any accelerated due date and such default shall continue for more than five business days;
(3) a default in the payment when due of the principal of or interest on any Debt of Paradigm or the Subsidiaries to a bank, financial institution or pursuant to which the creditor has a registered Security Interest over assets, having an unpaid principal amount in excess of US$100,000 (whether by lapse of time, by declaration, by call for redemption or otherwise), and such default or event shall continue beyond the period of grace, if any, allowed with respect thereto; provided, however, that the provisions of this Section 6(a)(3) shall not apply to legitimate disputes in the ordinary course of the business of Paradigm and/or the Subsidiaries;
(4) a default in the observance or performance of the covenants set forth in Section 4 of this Agreement, which default was not cured within fourteen business days from the date on which Paradigm had first actual knowledge of such default;
(5) any representation or warranty made or furnished by Paradigm herein, including in all Exhibits hereto and documents referred to in the Exhibits hereto, is found to be untrue in any material respect as of the date of the issuance or delivery of the Debentures;
(6) final judgments for the payment of money aggregating in excess of US$200,000 (excluding the amount of any judgment which is covered by insurance in an amount up to the amount remaining within the limits of the applicable insurance policy if the claim giving rise to such judgment has been specifically acknowledged in writing by the insurer as covered under the policy of insurance written by such insurer) is or are outstanding against Paradigm and/or the Subsidiaries or against any of the property or assets of Paradigm and/or the Subsidiaries and any such judgment or judgments aggregating in excess of US$200,000 (unless covered by insurance as provided herein) has or have remained unpaid, unvacated, unbonded or unstayed by appeal or otherwise for a period of 90 days from the date of its or their entry
(7) Paradigm becomes bankrupt, is generally not paying its debts as they be...
Events of Default and Remedies Therefor. Any one or more of the following in any calendar year will constitute an Event of Default as used in this Agreement:
(a) the insurance claims paying ability rating assigned to the Borrower by Standard and Poor's Corporation falls below A;
(b) default for a period in excess of sixty (60) days with respect to the repayment of the portion of the Accounts Receivable payable by the Borrower to the Lender at the end of the calendar year, as described in Paragraph 2 above;
(c) any material representation, warranty or other statement made by the Borrower herein or in any statement or certificate furnished in connection with, or pursuant to, the transactions contemplated hereunder, or in compliance with the terms hereof, proves untrue in any material respect as of the date of the issuance of making thereof;
Events of Default and Remedies Therefor. Term D Events of Default. Any one or more of the following shall constitute a "Subordinated Term Loan D Event of Default" as such term is used herein:
Events of Default and Remedies Therefor. An event of default shall occur and be continuing, and Owner shall have the right to terminate this Agreement at any time thereafter (whether or not said Owner is deemed to have waived its right to so terminate) and pursue any remedy available to Owner at law or equity, if User (a) ceases to do business as a going concern, makes an assignment for the benefit of creditors, admits in writing its inability to pay its debts as they become due, or files a voluntary petition in bankruptcy; or (b) within sixty (60) days after the commencement of any proceedings seeking reorganization, arrangement, readjustment, liquidation, dissolution or similar relief under any present or future statute, law of regulation, such proceeding shall not have been dismissed, or if within sixty (60) days after the appointment without consent or acquiescence of any trustee, receiver or liquidator of it or of all or any substantial part of its assets and properties, such appointment shall not be vacated; provided, that if the Owner of the Equipment is no longer Venture Equipment Acquisition Company or an affiliate of Venture Equipment
Events of Default and Remedies Therefor. An event of default shall occur and be continuing, and Owner shall have the right to terminate this Agreement at any time thereafter (whether or not said Owner is deemed to have waived its right to so terminate) and pursue any remedy available to Owner at law or equity, if User (a) ceases to do business as a going concern, makes an assignment for the benefit of creditors, admits in writing its inability to pay its debts as they become due, or files a voluntary petition in bankruptcy; or (b) within sixty (60) days after the commencement of any proceedings seeking reorganization, arrangement, readjustment, liquidation, dissolution or similar relief under any present or future statute, law of regulation, such proceeding shall not have been dismissed, or if within sixty (60) days after the appointment without consent or acquiescence of any trustee, receiver or liquidator of it or of all or any substantial part of its assets and properties, such appointment shall not be vacated; provided, that if the Owner of the Property is no longer Venture Real Estate Acquisition Company or an affiliate of Venture Real Estate Acquisition Company, or Larr▇ ▇. ▇▇▇▇▇▇ ▇▇ an affiliate of Larr▇ ▇. ▇▇▇▇▇▇ ▇▇▇ such Owner did not acquire its rights hereunder in breach of Section 9 and is not otherwise in breach of this Agreement, an additional event of default shall occur if User fails to perform any material provision of this Agreement and such failure continues for a period of thirty (30) days after notice thereof, time being of the essence.