Purchaser Events of Default Sample Clauses
The 'Purchaser Events of Default' clause defines specific actions or failures by the purchaser that constitute a breach of the agreement. Typically, these events may include non-payment, failure to perform contractual obligations, insolvency, or misrepresentation. When such an event occurs, it gives the seller certain rights, such as suspending performance, demanding immediate payment, or terminating the contract. This clause is essential for allocating risk and providing clear remedies to the seller in case the purchaser fails to meet their obligations.
Purchaser Events of Default. The following events shall be events of default by the Purchaser (each a “Purchaser Event of Default”); provided, however, that no such event shall be a Purchaser Event of Default if it is caused by (i) the Seller’s breach or default under or of this Agreement or the Site Lease or (ii) a Force Majeure Event:
(a) A breach by the Purchaser of its obligations under Section 19.9:
(b) Failure to pay any undisputed (or following the resolution of such dispute in favour of the Seller) amount due from it under the provisions of Section 9.4 of this Agreement by the Due and Payable Date for the relevant amount, or to make any other payment when required to be made, that, in each case, is not remedied within five (5) Business Days following the Seller’s notice to the Purchaser stating that a payment default has occurred and is continuing, and describing such payment default in reasonable detail; provided, however, that Purchaser’s failure to pay any undisputed amount shall not become a Purchaser Event of Default so long as the Escrow facility is in place, and the Escrow Account has sufficient available funds to pay the undisputed amount.
(c) Failure to maintain the Escrow facility in place, or, following any draw on the Escrow Account by Seller for an undisputed amount not paid by the Due and Payable Date for the relevant amount, failure to reinstate the Escrow Account balance to the required amount, in either case within ten (10) Business Days of Seller’s notice to the Purchaser that the Escrow was either not in place or that Seller made a draw on the Escrow. Except for the purpose of an amalgamation or restructuring that does not affect the ability of the amalgamated or restructured entity, as the case may be, to perform its obligations under this Agreement, the occurrence of any of the following events:
(i) any proceeding being validly instituted under the Laws of Afghanistan for the dissolution of the Purchaser that is not stayed or suspended within ninety (90) Days; unless within seven (7) days of the Purchaser becoming aware of such proceedings being filed, the Purchaser:
(A) confirms to the Seller that such proceedings relate to the recovery of a claim against the Purchaser that is disputed bona fide by the Purchaser as payable, and
(B) furnishes a certificate by its external auditors to the effect that the Purchaser is and will remain solvent despite any payment of the claim (if required) that is the subject of the insolvency proceedings;
(ii) any voluntary f...
Purchaser Events of Default. Each of the following shall constitute an “Event of Default” by Purchaser:
Purchaser Events of Default. Each of the following events or circumstances constitutes an event of default by the Purchaser (each, a “Purchaser Event of Default”):
(a) the Purchaser is in breach or default of any of its covenants or obligations set forth in this Agreement in any material respect, and such breach or default is not remedied within a period of 30 days following delivery by the Seller to the Purchaser of written notice of such breach or default, or such longer period of time as the Seller may determine in its sole discretion; or
(b) any of the representations or warranties given by the Purchaser is inaccurate in any material respect as of the date given, and such inaccuracy is not remedied within a period of 30 days following delivery by the Seller to the Purchaser of written notice of such inaccuracy, or such longer period of time as the Seller may determine in its sole discretion.
Purchaser Events of Default. Each of the following events shall be events of default by the Purchaser (each a "Purchaser Event of Default"), which, if not cured within the time permitted (if any) under Clause 19.3, shall give rise to the right on the part of the Seller to terminate this Agreement pursuant to Clause 19.3.3:
19.2.1 [except for the purpose of amalgamation, reorganization or reconstruction (provided that such amalgamation, reorganization or reconstruction does not affect the ability of the amalgamated, reorganized or reconstructed entity, as the case may be, to perform its obligations under this Agreement), the occurrence of any of the following events:
19.2.1.1 the passing of a resolution by the shareholders of the Purchaser for the winding up of the Purchaser;
19.2.1.2 the admission in writing by the Purchaser of its inability generally to pay its debts as they become due;
19.2.1.3 the appointment of a provisional manager, trustee, liquidator or similar person in a winding up proceeding after notice to the Purchaser and due hearing; or
19.2.1.4 the making by any court with competent jurisdiction over the Purchaser of an order winding up the Purchaser;]
19.2.2 any failure by the Purchaser to make any payment or payments required to be made by it under this Agreement within one hundred and eighty (180) Days after the Purchaser is given notice that the payment was not made by the due date for payment;
19.2.3 the assignment or transfer of this Agreement or an assignment, transfer or acquisition in breach of Clause 21.1 of this Agreement; or
19.2.4 any [material] breach by the Purchaser of this Agreement, which breach has a [material and] adverse impact on the Seller; provided, however, that a breach which, with the passing of time or the fulfilment of any other condition specified in Clauses 19.2.1 to 19.2.2 above, would constitute an event or circumstance falling within any such clause shall not be a the Purchaser Event of Default under this Clause 19.2.4, except that none of the events described above in Clauses 19.2.1 - 19.2.4 (inclusive) shall be a Purchaser Event of Default hereunder if (i) it results from a breach by the Seller of this Agreement; or (ii) if it occurs as a result of a Force Majeure for the period provided pursuant to Clause 17.3
Purchaser Events of Default. The occurrence of any one or more of the following shall constitute an Event of Default of Purchaser (“Purchaser Event of Default”):
(a) The failure by Purchaser to perform any material obligations under this Agreement, unless such failure is caused by a Force Majeure Event or Seller Event of Default; provided, however, such failure continues for ninety (90) Business Days (or such additional reasonable period of time if the claimed default cannot be substantially cured through reasonable efforts) after Seller shall have given Notice demanding that such failure to perform be cured; or
(b) Failure of Purchaser to pay undisputed amounts due and owing to Seller under this Agreement in accordance with the applicable timeframes specified in this Agreement; provided, however, Seller shall have given Notice of any such non-payment to Purchaser after the due date and at least thirty
Purchaser Events of Default. Each of the following events or circumstances constitutes an event of default by a Purchaser (each, a “Purchaser Event of Default”):
(A) the Purchaser fails to pay any portion of the Prepayment Amount to the Seller in accordance with this Agreement where all of the applicable conditions in Clause 3.3, have been satisfied or waived (any such unpaid portion of the Prepayment Amount, the “Unpaid Prepayment Amount”) and such breach is not remedied within a period of [***] following the due date for payment of such amount;
(B) the Purchaser fails to pay any amount due under this Agreement (other than the Unpaid Prepayment Amount) and such breach is not remedied within a period of [***] following the due date for payment of such amount;
(C) the Purchaser becomes a Sanctioned Person or Sanctioned Entity; and
(D) the Purchaser makes any representation or warranty under any Stream Document which is, in any material respect (or in any respect in the case of representations and warranties that are qualified by materiality), incorrect or incomplete when made or deemed to be made and, if capable of remedy, the circumstances giving rise to such incorrectness or incompleteness are not remedied within a period of [***] after the earlier of (1) delivery by the Seller to the Purchaser of written notice of such breach or default, and (2) the date the Purchaser became aware of such breach or default.
Purchaser Events of Default. The occurrence of any one or more of the following shall constitute an Event of Default of Purchaser (“Purchaser Event of Default”):
a. The failure by Purchaser to perform any material obligations under this Agreement, unless such failure is caused by a Force Majeure Event or Seller Event of Default; provided, however, such failure continues for [fifteen (15)] Business Days after Seller shall have given Notice demanding that such failure to perform be cured; or
b. Failure of Purchaser to pay undisputed amounts due and owing to Seller under this Agreement in accordance with the applicable timeframes specified in this Agreement; provided, however, Seller shall have given Notice of any such non- payment to Purchaser after the due date and at least [thirty (30)] Business Days before Seller exercises its rights under this Section 12.2(b).
Purchaser Events of Default. Each of the following events or circumstances constitutes an event of default by the Purchaser (each, a “Purchaser Event of Default”):
(a) the Purchaser fails to pay the Deposit in accordance with Article 3 within (3) three Business Days of receipt of notice from the Seller notifying the Purchaser of such default (a “Deposit Default”);
(b) the Purchaser fails to pay for Payable Gold delivered to the Purchaser in accordance with Section 2.4 within (3) three Business Days of receipt of notice from the Seller notifying the Purchaser of such default (a “Purchaser Payment Default”);
(c) the Purchaser is in breach or default of any of its covenants or obligations set forth in this Agreement in any material respect (other than a breach or default of the covenants or obligations referenced in Sections 12.1(a) or (b) above), and such breach or default is not remedied within a period of 30 days following delivery by the Seller to the Purchaser of written notice of such breach or default, or such longer period of time as the Seller may determine in its sole discretion; or
(d) any of the representations or warranties given by the Purchaser is inaccurate in any material respect as of the date given, and such inaccuracy is not remedied within a period of 30 days following delivery by the Seller to the Purchaser of written notice of such inaccuracy, or such longer period of time as the Seller may determine in its sole discretion.
Purchaser Events of Default. Each of the following events or circumstances constitutes an event of default by the Purchaser (each, a “Purchaser Event of Default”):
(a) the Purchaser fails to pay for Finished Cobalt Delivered to the Purchaser in accordance with Section 2.5 within 10 Business Days of receipt of written notice from the Seller notifying the Purchaser of such default (the “Payment Default Notice”);
(b) any of the representations or warranties given by the Purchaser is inaccurate in any material respect (or in any respect in the case of representations and warranties that are qualified by materiality) as of the date given, and such inaccuracy is not remedied within a period of 30 days following delivery by the Seller to the Purchaser of written notice of such inaccuracy, or such longer period of time as the Seller may determine in its sole discretion; and
(c) the Purchaser is in breach of Section 16.13(c).
Purchaser Events of Default. Each of the following events or circumstances constitutes an event of default by the Purchaser (each, a “Purchaser Event of Default”):