Events of Default Remedies and Termination Sample Clauses

Events of Default Remedies and Termination. 3.1 Purchaser Events of Defaults. Occurrence of any or all of the following, prior to the Close of Escrow, if uncured after the expiration of any applicable cure period, shall constitute a default (“Purchaser Event of Default”) under this Agreement: 3.1.1 Filing of a petition in bankruptcy by or against Purchaser or appointment of a receiver or trustee of any property of Purchaser, or an assignment by Purchaser for the benefit of creditors, or adjudication that Purchaser is insolvent by a court, and the failure of Purchaser to cause such petition, appointment, or assignment to be removed or discharged within ninety (90) days; or 3.1.2 Purchaser’s failure to perform any requirement or obligation of Purchaser set forth herein, on or prior to the date for such performance set forth herein, and, so long as such failure is not caused by any wrongful act of Seller or Purchaser; or 3.1.3 Purchaser’s failure to deposit with Escrow Holder the Deposit or the balance of the Purchase Price as required by Section 2.2.
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Events of Default Remedies and Termination. 15.1 An Event of Default occurs where: (a) Completion has not been achieved by the Longstop Date (time being of the essence) or the Council determines that proper progress in carrying out the Project or any part thereof is not being maintained so as to enable Completion to occur; (b) the Council is not satisfied that the Works or any material part thereof have been carried out in a good and workmanlike manner or in accordance with the Consents or otherwise in compliance with all relevant legislation, including Part II Supply of Goods and Services ▇▇▇ ▇▇▇▇; (c) the Council is not satisfied that title to the Assets has passed to the Applicant, or that the Assets are of satisfactory quality and fit for their purpose; (d) the Council is not satisfied that any other services which have been provided to the Applicant as part of the Project have been provided with reasonable skill and care; (e) the Applicant fails to perform or observe or is in breach of any material obligation, Applicable Laws or restriction on its part contained in or implied by this Agreement, or as communicated to the Applicant by the Council; (f) any Consent is withdrawn or revoked or expires or is modified or made subject to any condition which in the Council's opinion may materially or adversely affect the Applicant's ability to perform and observe its obligations under this Agreement; (g) any representation or warranty made or repeated by the Applicant pursuant to this Agreement, in the Business Case or at any stage during development of the Business Case, or in any statement delivered or made pursuant to it, is misleading, untrue, incomplete or inaccurate, either when made or repeated; or the Applicant has withheld relevant information from the Council; (h) there are issues of cost increases or delays to Completion ; (i) the Council is of the opinion that, taking into account the funding to be provided under this (and other) Agreements, the Applicant no longer has the necessary resources and funding to complete the Project and there is a real and substantial risk of a shortfall in the financing of the Project; (j) the Applicant undergoes an Insolvency Event; (k) the Applicant sells or dispose of all or a substantial part of its business or assets; (l) the Applicant is convicted (or any officers or representatives of the Applicant are convicted) of a criminal offence related to the business or professional conduct of the Applicant; (m) the Applicant commits (or any officers or representat...
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Events of Default Remedies and Termination. A. Upon the occurrence of any one or more of the following events, all obligations of Grantee to disburse further funds under this Agreement shall terminate at the option of Grantee. Notwithstanding the preceding sentence, Grantee may at its option continue to make payments or portions of payments after the occurrence of any one or more such events without waiving the right to exercise such remedies and without incurring liability for further payment. Grantee may at its option terminate this Agreement and any and all funding under this Agreement upon the occurrence of any one or more of the following: 1. Any representation by Subgrantee in this Agreement is inaccurate or incomplete in any material respect, or Subgrantee has breached any condition of this Agreement with Grantee and has not cured in timely fashion, or is unable or unwilling to meet its obligations under this Agreement. 2. Subgrantee suffers any material adverse change in its financial condition while this Agreement is in effect, as compared to its financial condition as represented in any reports or other documents submitted to Grantee, if Subgrantee has not cured the condition within thirty (30) days after notice in writing from Grantee. 3. Any reports required by this Agreement have not been submitted to Grantee or have been submitted with inaccurate, incomplete, or inadequate information. 4. The monies necessary to fund this Agreement are unavailable due to any failure to appropriate or other action or inaction by the State Legislature, Congress or Office of Management and Budget. B. Upon the occurrence of any one or more of the foregoing events, Grantee may at its option give notice in writing to Subgrantee to cure its failure of performance if such failure may be cured. Upon the failure of Subgrantee to cure, Grantee may exercise any one or more of the following remedies: 1. Terminate this Agreement upon not less than fifteen (15) days’ notice of such termination by certified letter to the Subgrantee, such notice to take effect when delivered to Subgrantee; 2. Commence a legal action for the judicial enforcement of this Agreement; 3. Withhold the disbursement of any payment or any portion of a payment otherwise due and payable under this agreement or any other agreement with Subgrantee; and 4. Take any other remedial actions that may otherwise be available under law. C. Grantee may terminate this Agreement for any misrepresentation of material fact, for failure or nonperformance of any ...
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Events of Default Remedies and Termination 
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Related to Events of Default Remedies and Termination

  • Default Remedies Termination A. In the event of early termination under this Agreement and/or any SOW, other than for material breach by Brink's, Customer agrees that actual damages might be sustained by Brink's which are uncertain and would be difficult to determine. Customer hereby agrees to pay Brink's, as liquidated damages and not as a penalty, all remaining charges that would have been payable to Brink's from the date of termination up to and including the date of expiration of the then current term of this Agreement, plus any capital costs incurred by Brink's as a result of entering into this Agreement. Should Customer default in the payment to Brink's of any amounts due under this Agreement, then Customer shall also be responsible for interest as provided above and all attorney's fees, costs and expenses incurred by Brink's in the collection of such past due amounts. The past due amounts, interest and collection costs constitute "Unpaid Obligations". In addition to the other remedies provided in this Agreement and under applicable law, Customer hereby agrees that Brink's shall be permitted to retain as a credit and to offset against such Unpaid Obligations, on a dollar for dollar basis, any Property which Brink's has in its possession under this Agreement. B. Either party may terminate this Agreement in the event of a material breach of this Agreement (including non-payment) by the other party, provided that such breach continues for a period of thirty (30) days after receipt by the breaching party of written Notice from the non-breaching party specifying the nature of such breach. No written Notice is required if the breach is non-payment of amounts due. If such breach is cured within the applicable cure period, then this Agreement shall continue in full force and effect.

  • Events of Default and Termination 12.1 A material breach of this Agreement by the Lessee shall constitute an "Event of Default" under this Agreement. Without limiting the generality of the foregoing provision, the Parties agree that the following cases are of essential interests for the Lessor, and shall be deemed to constitute an Event of Default under this Agreement: 12.1.1 The Lessee fails to pay the Outstanding Amounts, when they fall due pursuant to this Agreement; and/or 12.1.2 The Lessee is in breach of the provisions under Article 6 and Article 11 of this Agreement; and/or 12.1.3 The Lessee is in default under any other agreement that the Lessee may have entered into with the Lessor. 12.2 In case of an Event of Default, the Lessor shall send a written rectification notice (the “Rectification Notice”) to the Lessee requesting the immediate rectification of the Event of Default. The Rectification Notice shall also include any Penalty applied in relation to the breach, as well as the value of other overdue amounts at the date (jointly the Overdue Amounts). The Lessor shall also apply the relevant Late Payment Interest on such Overdue Amounts pursuant to this Agreement. 12.3 If within a period of 20 (twenty) days from the Rectification Notice the Lessee fails to comply with the Rectification Notice, or fails to offer an adequate compensation acceptable to the Lessor, if the Event of Default is impossible to be cured, the Lessor is entitled to terminate this Agreement by Notice to the Lessee (the “Termination Notice”). 12.4 The Termination Notice shall also include the value of the Termination Penalty applied by the Lessor, as well as the value of the other Overdue Amounts at that date (jointly the Overdue Amounts). The Lessor shall apply the relevant Late Payment Interest on such Outstanding Amounts pursuant to this Agreement. 12.5 A Termination Notice shall be issued by the Lessor not later than 7 (seven) days before the start of the repossession procedures pursuant to Article 13; unless within said period the Lessee voluntarily pays all of the Outstanding Amounts and accrued Late Payment Interest, the Termination Notice shall have the effect of terminating this Agreement immediately or, if appropriate, by any later date specified in the Termination Notice.

  • Events of Default Remedies If any of the following events (each, an “Event of Default”) shall have occurred and be continuing for any reason whatsoever (whether voluntary or involuntary, arising or effected by operation of law or otherwise): (a) any payment of principal of the Loans or the Note shall not be paid when and as due (whether at maturity, by reason of acceleration or otherwise) and in accordance with the terms of this Agreement and the Note; (b) any payment of interest on the Loans or the Note shall not be paid when and as due (whether at maturity, by reason of acceleration or otherwise) and in accordance with the terms of this Agreement and the Note, and such default is not cured within two days; (c) the Borrower shall default in the performance or observance of any other term, covenant or agreement contained herein, and such default shall continue without cure for a period of 30 days after receipt of written notice thereof from the Lender, or any representation or warranty contained herein or therein shall at any time prove to have been incorrect or misleading in any material respect when made; or (d) a case or proceeding shall be commenced against the Borrower, or the Borrower shall commence a voluntary case, in either case seeking relief under any Bankruptcy Law, in each case as now or hereafter in effect, or the Borrower shall apply for, consent to, or fail to contest, the appointment of a receiver, liquidator, custodian, trustee or the like of the Borrower or for all or any part of its property, or the Borrower shall make a general assignment for the benefit of its creditors, or the Borrower shall fail, or admit in writing its inability, to pay, or generally not be paying, its debts as they become due; then during the continuance of any Event of Default (other than any Event of Default specified in clause (d) above), the Lender may by written notice to the Borrower declare, in whole or from time to time in part, the principal of, and accrued interest on, the Loans and the Note and all other amounts owing hereunder to be, and the Loans and the Note and such other amounts shall thereupon and to that extent become, due and payable to the Lender. During the continuance of any Event of Default specified in clause (d) above, automatically and without any notice to the Borrower, the principal of, and accrued interest on, the Loans and the Note and all other amounts payable hereunder shall be due and payable to the Lender and the Commitment shall terminate.

  • Events of Default Remedies on Default Events of Default . Each of the following shall be an "Event of Default" if it occurs for any reason whatsoever, whether voluntary or involuntary, by operation of law or otherwise: (a) Borrowers (or any other Obligor, if applicable) fail to pay (i) any principal of any Loan when due (whether at stated maturity, on demand, upon acceleration or otherwise) or (ii) any interest, fee, indemnity or other amount payable under this Agreement or any other Loan Document within 2 Business Days after the date when due; (b) Any representation or warranty of an Obligor made in any Loan Documents or transactions contemplated thereby is incorrect or misleading in any material respect when made or deemed made; (c) Borrowers breach or fail to perform any covenant contained in Section 7.2, 7.3, 9.1.1, 9.

  • Events of Default Rights and Remedies on Default 56 11.1. Events of Default. 56 11.2. Acceleration of the Obligations; Termination of Commitments. 59 11.3. Other Remedies. 60 11.4. Setoff. 61 11.5. Remedies Cumulative; No Waiver. 62 SECTION 12. AGENT 62 12.1. Appointment, Authority and Duties of Agent. 62 12.2. Agreements Regarding Collateral. 64 12.3. Reliance By Agent. 64