Common use of EVENTS OF DEFAULT BY THE COMPANY Clause in Contracts

EVENTS OF DEFAULT BY THE COMPANY. (a) Any one or more of the following shall constitute an event of default by the Company under this Agreement (a “Company Event of Default”) (whatever the reason for such event and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (i) at any time prior to the completion by the Company of its obligations and commitments hereunder, the Company is dissolved or liquidated, or the filing by the Company of a voluntary petition in bankruptcy, or the Company seeking or consenting to or acquiescing in the appointment of a receiver of all or substantially all of its property, or the adjudication of the Company as a bankrupt, or any assignment by the Company for the benefit of its creditors, or the entry by the Company into an agreement of composition with its creditors, or if a petition or answer is filed by the Company proposing the adjudication of the Company as a bankrupt or its reorganization, arrangement or debt readjustment under any present or future federal bankruptcy code or any similar federal or state law in any court, or if any such petition or answer is filed by any other person and such petition or answer shall not be stayed or dismissed within 60 days; (ii) if default shall be made by the Company in the due performance of or compliance in any material respect with any of the terms hereof, other than that referred to in the foregoing subdivision (i), and such default shall continue for thirty (30) days after the Board gives the Company written notice of such default; provided, however, if such default is curable but not within said thirty (30) day period, then within such additional time as may be reasonably necessary to cure same, provided the Company commences the curing thereof within such thirty (30) day period, and thereafter prosecutes the curing of such default to completion with all due diligence. (b) After the occurrence of a Company Event of Default and while such Event of Default is continuing, the Board may suspend the performance of its obligations under this Agreement and the Board may give a written notice to the Company, which notice shall specify the nature of the Event of Default and establish a date not less than thirty (30) days after the giving of such notice by which such Company Event of Default shall be cured. (i) If the Company fails to cure the Company Event of Default within the additional thirty (30) day cure period provided in this subsection (b), less than $20,000,000 in Qualified Capital Expenditures have been incurred at such time and the Company has not entered into a sale leaseback transaction or financing transaction with a third party in connection with the construction the Facility at such time, this Agreement will terminate and A. the Company shall pay to the Board or cause to be paid to the Board (i) all Board Infrastructure Costs and (ii) all enforcement costs and other costs incurred by the Board (including reasonable attorney fees) in connection with the default by the Company and the termination of this Agreement, which termination and payment (and the items set forth in B-F below) shall be the Board’s sole and exclusive remedy for such Company Event of Default;

EVENTS OF DEFAULT BY THE COMPANY. (a) Any one or more of the following shall constitute an event of default under this Agreement by the Company under this Agreement (herein called a “"Company Event of Default”) ("), whatever the reason for such event and whether it shall be voluntary or involuntary or be effected affected by operation of law or pursuant to any judgment, decree decree, or order of any court or any order, rule rule, or regulation of any administrative or governmental body):: (i) at any time prior to the completion by the Company of its obligations and commitments hereunder, the Company is dissolved or liquidated, or the filing by the Company of a voluntary petition in bankruptcy, or the Company seeking of or consenting to or acquiescing in the appointment of a receiver of all or substantially all of its property, or the adjudication of the Company as a bankrupt, or any assignment by the Company for the benefit of its creditors, or the entry by the Company into an agreement of composition with its creditors, or if a petition or answer is filed by the Company proposing the adjudication of the Company as a bankrupt or its reorganization, arrangement arrangement, or debt readjustment under any present or future federal bankruptcy code or any similar federal or state law in any court, or if any such petition or answer is filed by any other person and such petition or answer shall not be stayed or dismissed within 60 days;; or (ii) if default shall be made failure by the Company in the due performance of to perform or compliance in any material respect with observe any of the terms hereofits agreements or covenants contained in this Agreement, other than that referred to in the foregoing subdivision (i), and such default which failure shall continue have continued for thirty (30) a period of 30 calendar days after written notice thereof from the Board gives City, unless (A) the City shall agree in writing to an extension of such period prior to its expiration, or (B) during such 30-day period or any extension thereof, the Company written notice of such default; providedhas commenced and is diligently pursuing appropriate corrective action, however, if such default is curable but not within said thirty or (30C) day period, then within such additional time as may be reasonably necessary to cure same, provided the Company commences is by reason of a Force Majeure Event, as defined in Section 4.3, at the curing thereof within such thirty (30) day period, and thereafter prosecutes time prevented from performing or observing the curing of such default agreement or covenant with respect to completion with all due diligencewhich it is delinquent. (b) After In addition to such other rights or remedies available to the occurrence of City hereunder including, without limitation, those set forth and described in Article III hereof, if a Company Event of Default and while such Event of Default is continuingexists, the Board City may suspend proceed to protect its rights hereunder by suit in equity, action at law or other appropriate proceedings, whether for the specific performance of its obligations under this Agreement and the Board may give a written notice to the Company, which notice shall specify the nature any covenant or agreement of the Event of Default and establish a date not less than thirty (30) days after Company herein contained. Under no circumstances shall the giving of such notice by which such Company Event of Default shall City be curedentitled to incidental, consequential, or punitive damages. (i) If the Company fails to cure the Company Event of Default within the additional thirty (30) day cure period provided in this subsection (b), less than $20,000,000 in Qualified Capital Expenditures have been incurred at such time and the Company has not entered into a sale leaseback transaction or financing transaction with a third party in connection with the construction the Facility at such time, this Agreement will terminate and A. the Company shall pay to the Board or cause to be paid to the Board (i) all Board Infrastructure Costs and (ii) all enforcement costs and other costs incurred by the Board (including reasonable attorney fees) in connection with the default by the Company and the termination of this Agreement, which termination and payment (and the items set forth in B-F below) shall be the Board’s sole and exclusive remedy for such Company Event of Default;