1Event of Default. “Event of Default” means the occurrence of any one or more of the following events: (a) if Borrower fails to pay when due any principal, interest or other payment required to be made under the Exchange Note or the 2025 Note in accordance with this Agreement; (b) an involuntary case against Borrower or any of its subsidiaries under any applicable bankruptcy or insolvency law commences and is not dismissed on or before the date that is sixty (60) days after its commencement; (c) a court with proper jurisdiction enters a decree or order for relief against Borrower or any of its subsidiaries in an involuntary case under any applicable bankruptcy or insolvency law; (d) a court with proper jurisdiction appoints a receiver, liquidator, custodian or trustee for Borrower or its subsidiaries or for any substantial part of Borrower’s or its subsidiaries’ property with respect to the winding up or liquidation of Borrower’s or its subsidiaries’ affairs; (e) Borrower or any of its subsidiaries commences a voluntary case under any applicable bankruptcy or insolvency law, makes a general assignment for the benefit of Xxxxxxxx’s or its subsidiaries’ creditors, consents to the appointment of a receiver, liquidator, custodian or trustee for Borrower or its subsidiaries or for any substantial part of Borrower’s or its subsidiaries’ property, or consents to the entry of an order for relief against Borrower or any of its subsidiaries in an involuntary case under any applicable bankruptcy or insolvency law; (f) any representation or warranty of Borrower made herein or in any other Loan Document is untrue in any material respect when made; or (g) Borrower breaches any covenant set forth in Section 7 hereof and, to the extent such failure is capable of cure, such failure persists for thirty (30) days without cure.
1Event of Default. The occurrence of any one or more of the following events shall constitute an “Event of Default”:
(a) if (A) any monthly Debt Service payment or the payment due on the Maturity Date is not paid when due, (B) any deposit to any of the Accounts required hereunder or under the other Loan Documents is not paid when due or (C) any other portion of the Debt is not paid when due and such non-payment continues for five (5) days following notice to Borrower that the same is due and payable;
(b) if any of the Taxes or Other Charges are not paid when the same are due and payable except to the extent (A) sums sufficient to pay the Taxes or Other Charges in question had been reserved hereunder prior to the applicable due date for the Taxes or Other Charges in question for the express purpose of paying the Taxes or Other Charges in question and Lender failed to pay the Taxes or Other Charges in question when required hereunder, (B) Lender’s access to such sums was not restricted or constrained in any manner and (C) no other Event of Default was continuing;
(c) if the Policies are not kept in full force and effect or if evidence of the same is not delivered to Lender as provided in Section 7.1 hereof;
(d) if any of the representations or covenants contained in Article 5, Article 6, Section 3.34, Section 3.36, Section 4.22 or Section 4.24 hereof or in the Property Document Provisions are breached or violated;
(e) if any representation or warranty made herein, in the Guaranty or in the Environmental Indemnity or in any other guaranty, or in any certificate, report, financial statement or other instrument or document furnished to Lender in connection with the Loan shall have been false or misleading in any material adverse respect when made;
(f) if (i) Borrower, any SPE Component Entity, any Affiliated Franchisor, any Affiliated Manager, Sponsor or Guarantor shall commence any case, proceeding or other action
(A) under any Creditors Rights Laws seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, liquidation or dissolution, or (B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets, or Borrower or any managing member or general partner of Borrower, any SPE Component Entity, any Affiliated Franchisor any Affiliated Manager, Sponsor or Guarantor shall make a general assignment for the bene...
1Event of Default. The occurrence of any of the following events shall constitute an Event of Default hereunder:
(a) Borrower’s failure to make payment of any installment of principal or interest on the Notes or any other monetary obligation under any Loan Document within five (5) days following the date on which such payment is due;
(b) A default shall occur in the due performance and observance of any covenant or condition of this Agreement or any other Loan Document not otherwise described in this Section 9.1, which breach is not cured to Bank’s reasonable satisfaction within the applicable cure period for breach of such covenant or condition, and, if no specific cure period is provided, within thirty (30) days following notice of such default being sent by Bank to Borrower; provided, however, Borrower shall have an additional reasonable period of time, not to exceed sixty (60) days in the aggregate (for a total cure period of ninety (90) days), to cure such failure if (i) such failure does not involve the failure to make payments on a monetary obligation; (ii) such failure is curable but cannot reasonably be cured within thirty (30) days; and (iii) Borrower is diligently undertaking to cure such default.
(c) Any representation, warranty or disclosure made by Borrower or any officer of Borrower proves to be materially false or misleading as of the date when made, regardless of whether such representation or disclosure appears in this Agreement, the Loan Documents, or items submitted in connection therewith;
(d) Borrower’s failure to comply with any term, covenant or agreement contained in Sections 2.6, 6.2, 6.3, 6.5, 6.10, 6.13, 6.17 6.20, 6.24, 6.26, 6.27 or 6.28 of this Agreement;
(e) Borrower fails to comply with any term, covenant or agreement contained in Article 7 of this Agreement;
(f) Borrower fails to comply with any term, covenant or agreement contained in Article 8 of this Agreement;
(g) There shall occur a default or event of default under any other loan made by Bank to Borrower or any Affiliate thereof if such default has not been cured within any applicable grace or cure period; provided, however, Borrower shall have an additional reasonable period of time, not to exceed sixty (60) days in the aggregate (for a total cure period of ninety (90) days), to cure such failure if (i) such failure does not involve the failure to make payments on a monetary obligation; (ii) such failure is curable but cannot reasonably be cured within the time provided for in s...
1Event of Default. An “Event of Default” with respect to the CVRs, means any of the following events which shall have occurred and be continuing (whatever the reason for such Event of Default 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 Governmental Entity):
1Event of Default. Any of the following shall constitute an “Event of Default”:
1Event of Default. The occurrence of one or more of the following events shall be an “Event of Default” hereunder:
7.1.1 if Borrower fails to pay when due any interest, principal or other amount in a sum certain under this Agreement or under any of the other Loan Documents for which sum there is a scheduled date for payment or for which there is a date certain for payment;
7.1.2 if Borrower fails to pay within ten (10) days following demand by Lender any amount other than any amount described in Section 7.1.1 above;
7.1.3 if Borrower fails to pay the outstanding Secured Obligations on the Loan on the Loan Maturity Date;
7.1.4 if, any certification, representation or warranty made by any Borrower Control Person in the Loan Application, this Agreement, the Note, the Mortgages or any other Loan Document, or in any certificate or notice delivered or made in connection herewith or therewith, shall prove to be false, misleading or erroneous in any material respect when made or deemed made;
7.1.5 if there is a breach of the provisions of Section 5.1.14, Section 5.1.15, Section 5.1.18, Section 5.1.20, Section 5.1.22, Section 5.1.24, Section 5.1.25, Section 6.1.1, Section 6.1.2, Section 6.1.3, Section 6.1.4, Section 6.1.5, Section 6.1.9, Section 6.1.13, Section 6.1.14, Section 6.1.16, Section 6.1.17, Section 6.1.27 or Section 6.1.28 hereof;
7.1.6 if, any Borrower Control Person makes an assignment for the benefit of creditors or admits in writing, of any such Borrower Control Person’s inability to pay such Borrower Control Person’s debts as they become due in any proceeding under the U.S. Bankruptcy Code or any similar federal or state law;
7.1.7 if, a receiver, liquidator or trustee shall be appointed for any Borrower Control Person, for the taking of possession of all or a substantial part of any property of any Borrower Control Person, or if any Borrower Control Person, shall be adjudicated in a bankrupt or insolvent, or if any petition for bankruptcy, reorganization or arrangement pursuant to federal bankruptcy law, or any similar federal or state law, shall be filed by or against, consented to, or acquiesced in by, any Borrower Control Person, or if any proceeding for bankruptcy or seeking reorganization, liquidation, dissolution, winding-up, arrangement, composition or readjustment of debts of any Borrower Control Person shall be instituted or any other relief under any bankruptcy or any other similar act or law of any jurisdiction, foreign or domestic, now or hereafter existin...
1Event of Default. Any one or more of the following events shall constitute an Event of Default:
1Event of Default. The occurrence of one or more of the following events shall be an “Event of Default” hereunder and under each of the other Loan Documents:
1Event of Default. The term “Event of Default” as used in this Mortgage shall mean the occurrence of any “Event of Default” under the Credit Agreement.
1Event of Default. The following shall constitute an Event of Default:
a) If the Project fails to generate any power continuously for 1 year any time during the term of the PPA or
b) If the Project is dismantled and / or its major assets (the Project components such as Solar PV modules, Inverters, Power Conditioning Units, Module Mounting Structures, Grid Interconnecting Transformers, Control, Protection and Metering equipment including switchgear equipment etc.) are sold by SPD during the term of the PPA except for replacement of any equipment including the major assets of the Project during the term of the PPA without diluting the charge of SECI over such asset or
c) If it is found at any stage that the SPD has misrepresented the facts/ information to meet the eligibility conditions stipulated in RfS document issued by SECI or
d) If the SPD defaults any terms and conditions of Loan documents and the Lender takes any step for recovery, including for winding up of the SPD or
e) If (i) the SPD becomes voluntarily or involuntarily the subject of any bankruptcy or insolvency or winding up proceedings and such proceedings remain uncontested for a period of thirty (30) days, or (ii) any winding up or bankruptcy or insolvency order is passed against the SPD, or (iii) the SPD goes into liquidation or dissolution or has a receiver or any similar officer appointed to manage its affairs pursuant to Law or
f) [Void]
g) If SPD fails to maintain its Controlling Shareholding represented to SECI at the time of signing of PPA up to a period of one (1) year after COD of the Project in violation of PPA or
h) [Void]
i) [Void]
j) If any attachment or distraint is levied on the mortgaged/charged property or any thereof and/or proceedings are taken or commenced for recovery of any dues from the SPD or
k) [Void].
l) If during subsistence of this Agreement, the SPD fails to comply with the applicable law in relation to the Project provided that such non-compliance results in revocation or reversal of any consent or approval obtained by the SPD in relation to the Project.
