Common use of Major Default Clause in Contracts

Major Default. (a) After giving effect to the issuance of the Notes and the other Transactions contemplated by the Transaction Documents, no default is continuing or would result therefrom under Sections 6.4 (Taxes), 6.6 (Corporate Existence), 6.8 (Incurrence of Additional Debt), 6.9 (Restricted Payments), 6.10(a) (Liens), 6.11 (Asset Sales), 6.12 (Merger, Consolidation and Acquisition), 6.17 (Issuance or Sale of Capital Stock of Subsidiaries), 6.20 (Impairment of Security Interest) or 6.25 (Governmental Approvals and Licenses) or clauses (a), (b), (g), (h), (m), (o) or (r) of Section 7.1 (Events of Default), in each case, with respect to any Note Party other than the Company and its Subsidiaries. (b) There shall be no default under or breach of any obligation required to be performed by the Company under the Merger Agreement or any representation or warranty made by the Company being incorrect or misleading and which in either case permits the Parent or Merger Sub to terminate the Merger Agreement, and no Company Material Adverse Effect (as defined in the Merger Agreement) shall have occurred.

Appears in 2 contracts

Sources: Note Purchase Agreement (Morgan Stanley), Note Purchase Agreement (Full Alliance International LTD)