Common use of Breach by Lender Clause in Contracts

Breach by Lender. In the event that Lead Lender: (a) shall breach the terms of this Agreement and shall fail to cure such default within sixty (60) days after written notice from Participant to Lead Lender; (b) shall make an assignment for the benefit of creditors; (c) shall admit in writing its inability to pay its debts as they become due; (d) shall file a voluntary petition for an arrangement or reorganization pursuant to the Federal Bankruptcy Code or any similar law now or hereafter existing ("Bankruptcy Proceeding"); (e) shall become "insolvent" as defined in the Federal Bankruptcy Code; (f) shall file an answer admitting insolvency or inability to pay its debts as they become due, or shall fail to obtain a vacation or stay of any involuntary Bankruptcy Proceeding within one hundred twenty (120) days after the institution of the same; (g) shall be adjudicated a bankrupt or declared insolvent in any Bankruptcy Proceeding; (h) shall have a custodian, trustee, or receiver appointed for, or have any court take jurisdiction over, its property or any part thereof, in any voluntary proceeding for the purpose of reorganization, arrangement, dissolution, or liquidation, and such custodian, trustee or receiver shall not be discharged or such jurisdiction not be relinquished, vacated, or stayed within one hundred twenty (120) days; or (i) shall be dissolved, wound up, or fail to maintain its existence other than pursuant to a plan of consolidation or merger into, with, or as part of, Lead Lender's affiliates, or any entity currently owning Lead Lender or an affiliate thereof, pursuant to the acquisition by another of the majority of the assets of Lead Lender or Lead Lender's acquisition of a majority of the assets of another; or (j) any material representation or warranty by Lead Lender hereunder shall be false or misstated; Then, in such event, upon the written demand of Participant, Lead Lender shall turn over to, and shall assign, endorse, and transfer the Loan to the Participant, and if Lead Lender retains a Participation Interest in the Loan, shall become solely a participant with the rights of a Participant and with no right or obligation to administer the Loan.