Consequences of Events of Default. (a) If an Event of Default of the type described in Section 5.1(g) occurs, the Accreted Value of this Convertible Note (together with all such other amounts due thereon (if any)) shall become immediately due and payable without any action on the part of the Holder, and the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note. (b) If an Event of Default (other than under Section 5.1(g)) has occurred and is continuing, the Holder may declare all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereof. (c) The Holder shall also have any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder. (d) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereunder.
Appears in 2 contracts
Samples: Note Purchase Agreement (Dendreon Corp), Note Purchase Agreement (Dendreon Corp)
Consequences of Events of Default. (ai) If Subject to the provisions of Section 11 of this Note, if an Event of Default has occurred pursuant to Sections 6(a)(i), (v) or (vi) of this Note, then the holder of the type described in Section 5.1(g) occurs, the Accreted Value of this Convertible Note (together with all such other amounts due thereon (if any)) shall become immediately due and payable without any action on the part of the Holder, and the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note.
(b) If an Event of Default (other than under Section 5.1(g)) has occurred and is continuing, the Holder may declare all or any portion of the Accreted Value outstanding principal amount of and accrued but unpaid interest and Payments on the outstanding Principal Amount of this Convertible Note to be immediately due and payable and demand immediate payment of the Premium Redemption Price thereon. If an Event of Default specified in Section 6(a)(ii) occurs, all of the Notes shall automatically and immediately become due and payable at the Premium Redemption Price. The Company shall give prompt written notice of any such demand to the other holders, if any, of any portion of the Notes, each of which may demand immediate payment of all or any portion of the Accreted Value such holder's portion of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable)Notes. If any holder of the Holder Notes demands immediate payment of all or any portion of this Convertible Notesuch holder's portion of the Notes, the Company shall shall, subject to the other provisions of this Note (including Section 11), immediately pay the Premium Redemption Price in cash to such holder.
(ii) Subject to the Holder provisions of Section 11 of this Note, if an Event of Default has occurred pursuant to Sections 6(a)(iii), (iv) or (vii) of this Note, then (in addition to the other remedies available) the holders of not less than 25% of the aggregate principal amounts of all amounts Notes then outstanding may declare, by written notice to the Company, all or any portion of the Notes due and payable with respect to this Convertible Note or such portion hereofat the applicable Premium Redemption Price.
(ciii) The Holder During the continuance of an Event of Default, the interest on the Note shall accrue at a rate of eleven percent (11.0%) per annum (based on a year of 365 days) on the Face Amount, plus any accrued but unpaid interest and Payments hereon.
(iv) Subject to the other provisions of this Note (including Section 11), each holder of any portion of this Note shall also have have, upon the occurrence and continuance of an Event of Default, any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder which such holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holdercontract.
(d) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereunder.
Appears in 2 contracts
Samples: Note Purchase Agreement (Quokka Sports Inc), Note Purchase Agreement (Quokka Sports Inc)
Consequences of Events of Default. Subject to Section 3:
(ai) If Subject to Section 3 hereof, if any Event of Default of the type described in Section 4(a)(i) has occurred and is continuing, the holder or holders of this Note may declare all or any portion of the outstanding principal amount of this Note (together with all accrued but unpaid interest thereon and all other amounts due in connection therewith) due and payable and demand immediate payment thereof; provided, however, that in the event that the holder of this Note then outstanding declares less than all of the outstanding principal amount of this Note (together with all accrued but unpaid interest thereon and all other amounts due in connection therewith) due and payable, then such holder shall state the aggregate principal amount of this Note to be declared due and payable.
(ii) Subject to Section 3 hereof, if an Event of Default of the type described in Section 5.1(g4(a)(ii) occurshas occurred, the Accreted Value aggregate principal amount of this Convertible Note (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect thereto) shall become immediately due and payable without any action on the part of the Holderholders of this Note, and the Company shall immediately pay to the Holder holders of this Note all amounts due and payable with respect to this Convertible Note.
(biii) If an Event of Default (other than under Subject to Section 5.1(g)) has occurred and is continuing3 hereof, the Holder may declare all or any portion of the Accreted Value of the outstanding Principal Amount holder of this Convertible Note to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereof.
(c) The Holder shall also have any other rights that which the Holder holder may have been afforded under any contract or agreement at any time and any other rights that the Holder which such holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(div) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible NoteNote (other than any notices expressly provided for herein), and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Notetime, all without in any way affecting the liability of the Company hereunder.
Appears in 2 contracts
Consequences of Events of Default. (a) If At any time or times following the occurrence and during the continuance of an Event of Default of the type described in Section 5.1(g) occursDefault, the Accreted Value of this Convertible Note (together with all such other amounts due thereon (if any)) shall become immediately due and payable without any action on the part of the HolderInvestor may elect, and the Company shall immediately pay by written notice to the Holder all amounts due and payable with respect Borrowers (an “Event Notice”), to this Convertible Note.
(b) If an Event of Default (other than under Section 5.1(g)) has occurred and is continuing, require the Holder may declare Borrowers to purchase all or any portion of the Accreted Value outstanding principal amount of this Note, as indicated in such Event Notice, for a purchase price in dollars in cash equal to 100% of such outstanding principal amount plus all accrued but unpaid interest thereon and other amounts then owing to the Investor under the Loan Documents, through the date of purchase. The aggregate amount payable pursuant to the preceding sentence is referred to as the “Event Price.” The Borrowers shall jointly and severally pay the Event Price to the Investor (free of any claim of subordination) no later than the 5th Trading Day following the date of delivery of the Event Notice, and upon receipt thereof the Investor shall deliver the original Note so repurchased to the Borrowers.
(b) Upon the occurrence of any Bankruptcy Event with respect to the Company or WHI, all outstanding Principal Amount of principal and accrued but unpaid interest on this Convertible Note to be and other amounts then owing under the Loan Documents shall immediately become due and payable and may demand immediate payment in full in dollars in cash (free of all or any portion claim of subordination), without any action by the Accreted Value of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereofInvestor.
(c) The Holder shall also have In connection with any Event of Default, the Investor need not provide and the Borrowers hereby waive any presentment, demand, protest or other notice of any kind (other than the Event Notice), and the Investor may immediately enforce any and all of its rights that and remedies hereunder and all other remedies available to it under applicable law. Any such declaration may be rescinded and annulled by the Holder may have been afforded under any contract or agreement Investor at any time and any other rights that the Holder may have pursuant prior to applicable lawpayment hereunder. No right such rescission or remedy herein conferred upon or reserved to annulment shall affect any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such subsequent Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by impair any Holderright consequent thereto.
(d) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereunder.
Appears in 2 contracts
Samples: Note (World Heart Corp), Note (Abiomed Inc)
Consequences of Events of Default. (a) If an any Event of Default shall occur and be continuing, the entire outstanding principal amount of the type described in Section 5.1(g) occurs, the Accreted Value of this Convertible Note (together with plus all such other amounts due thereon (if any)accrued interest thereon) shall will automatically be and become immediately due and payable without payable. Lender may proceed to protect and enforce its rights under this Note by exercising such remedies as are available to Lender in respect thereof under applicable law, either by suit in equity or by action at law, or both, whether for specific performance of any action on the part covenant or other agreement contained in this Note or in aid of the Holder, and the Company shall immediately pay to the Holder all amounts due and payable with respect to exercise of any power granted in this Convertible Note.
(b) If an Event of Default (other than under Section 5.1(g)) has occurred and is continuing, the Holder may declare all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereof.
(c) The Holder shall also have any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder in this Note is intended to be exclusive of any other right or remedy, and each and every right and such remedy shall, to the extent permitted by law, shall be cumulative and shall be in addition to every other right and remedy given hereunder conferred herein or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, by statute or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder Lender to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair remedy with respect to this Note will impair, or constitute a waiver of, any such right or power remedy. Borrower and all sureties, endorsers, guarantors and other parties hereafter assuming or shall be construed to be a waiver otherwise becoming liable for the payment of any such Event sum of Default or an acquiescence therein; money payable under this Note (a) jointly and every power severally waive grace, presentment and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(d) The Company hereby waives diligence, presentmentdemand for payment, protest and demand notice of protest, and non payment, and all other notice, including notice of intent to accelerate the Maturity Date and notice of protest acceleration of the Maturity Date, filing of suit and demand, dishonor and nonpayment of diligence in collecting this Convertible Note, and expressly agrees (b) severally agree that Lender shall not be required first to institute suit or exhaust its remedies hereon against Borrower or others liable or to become liable hereon in order to enforce payment of this Convertible NoteNote by it. Any check, draft, money order or other instrument given in payment of all or any payment hereunder, may portion of this Note shall be extended from time to time accepted by Lender and that handled in collection in the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereundercustomary manner.
Appears in 1 contract
Consequences of Events of Default. (ai) When any Event of Default has occurred and is continuing, the interest rate on this Guaranteed Senior Secured Primary Note shall increase to the Default Interest Rate. Any increase of the interest rate resulting from the operation of this clause shall terminate as of the close of business on the date on which no Events of Default exist (subject to subsequent increases pursuant to this clause), provided, however, that nothing herein shall prevent subsequent increases of the interest rate to the Default Interest Rate upon any subsequent Defaults or Events of Default by the Company.
(ii) If an Event of Default of the type described in Section 5.1(g6(a)(vi) occurshas occurred, the Accreted Value aggregate principal amount of this Convertible Guaranteed Senior Secured Primary Note (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect thereto) shall become immediately due and payable without any action on the part of the HolderNoteholder, and the Company shall immediately pay to the Holder Noteholder all amounts due and payable with respect to this Convertible Notehereunder.
(biii) If an any Event of Default has occurred (other than under Section 5.1(g6(a)(vi)) has occurred and is continuing), the Holder Noteholder may declare all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Guaranteed Senior Secured Primary Note to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Unpaid Principal Amount of this Convertible Note (together with all such accrued and unpaid interest and all other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereofthereto).
(civ) The Holder If any Event of Default or Default shall also have any other rights that occur and be continuing, the Holder of any Guaranteed Senior Secured Primary Note may have been afforded proceed to protect and enforce its rights under the Guaranteed Senior Secured Primary Note and the Securities Purchase Agreement by exercising such remedies as are available to such Holder in respect thereof, under applicable Law, whether for specific performance of any contract covenant or other agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right contained in this Guaranteed Senior Secured Primary Note or otherwise; no remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and each and every right and such remedy shall, to the extent permitted by law, shall be cumulative and shall be in addition to every other right and remedy given hereunder conferred herein or now or hereafter existing at law Law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, by statute or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such .
(v) If an Event of Default or an acquiescence therein; Default shall occur and every power and remedy given be continuing, payments by the Convertible Notes or by law may be exercised from time Company of amounts due to time, and as often as the Noteholder shall be deemed expedient, by any Holder.made in the following order or priority:
(dA) The Company hereby waives diligence, presentment, protest all accrued unpaid past due interest on the Notes issued pursuant to the Securities Purchase Agreement;
(B) all accrued unpaid interest due on the Notes issued pursuant to the Securities Purchase Agreement and demand the Ancillary Agreements;
(C) all accrued unpaid and notice of protest past due amounts pursuant to the Securities Purchase Agreement and demand, dishonor the Ancillary Agreements; (D) all other accrued unpaid amounts pursuant to the Securities Purchase Agreement and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereunder.Ancillary Agreements; and
Appears in 1 contract
Consequences of Events of Default. (ai) If any Event of Default has occurred and is continuing, the interest rate on the Note shall increase immediately by an increment of one percentage point to the extent permitted by law. Thereafter, until such time as no Events of Default exist, the interest rate shall increase automatically at the end of each succeeding 60-day period by an additional increment of one percentage point to the extent permitted by law (but in no event shall the interest rate exceed 11 1/2%). Any increase of the interest rate resulting from the operation of this subparagraph shall terminate as of the close of business on the date on which no Events of Default exist (subject to subsequent increases pursuant to this subparagraph).
(ii) If an Event of Default of the type described in Section 5.1(gsubparagraph 3(a)(iv) occurshas occurred, the Accreted Value aggregate principal amount of this Convertible Note (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect thereto) shall become immediately due and payable without any action on the part of the Holderholder of this Note, and the Company shall immediately pay to the Holder holder of this Note all amounts due and payable with respect to this Convertible Note.
(biii) If an any Event of Default (other than under Section 5.1(gsubparagraph 3(a)(iv)) has occurred and is continuing, the Holder holder of this Note may declare all or any portion of the Accreted Value of the outstanding Principal Amount principal amount of this Convertible Note (together with all accrued interest thereon and all other amounts due and payable with respect thereto) to be immediately due and payable and may demand immediate payment of all or payable. If any portion of the Accreted Value of the outstanding Principal Amount holder of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder such holder all amounts due and payable with respect to this Convertible Note or such portion hereofNote.
(civ) The Holder holder of this Note shall also have any other rights that the Holder which such holder may have been afforded under any contract or agreement at any time and any other rights that the Holder which such holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(dv) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder holder hereof may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereunder.
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Zytec Corp /Mn/)
Consequences of Events of Default. Subject in each instance to the terms of the Intercreditor Agreement referred to in Section 9 above:
(ai) If any Event of Default of the type described in Section 14(a)(i), (ii), (iii), (iv), (v), (vii), (x), (xi) or (xii) has occurred, the holder of this Note may declare all or any portion of the outstanding principal amount of this Note (together with all accrued interest and fees thereon) due and payable and demand immediate payment of all or any portion of such outstanding principal amount of this Note (together with all accrued interest and fees thereon).
(ii) If an Event of Default of the type described in Section 5.1(g14(a)(vii), (viii) occursor (ix) has occurred, the Accreted Value principal amount of this Convertible Note (together with all such other amounts due thereon (if any)accrued interest and fees thereon) shall become immediately due and payable without any action on the part of the Holderholders of this Note, and the Company Makers shall immediately pay to the Holder holder of this Note all amounts due and payable with respect to this Convertible Notethe outstanding principal amount, together with all accrued interest and fees thereon.
(biii) If an Event of Default (other than under Section 5.1(g)) has occurred and is continuing, the Holder may declare all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereof.
(c) The Holder shall also have any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(d) The Company Each Maker hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder holder hereof may accept security for this Convertible Note or release all or any security or guarantees for this Convertible Note, all without in any way affecting the liability of the Company each Maker hereunder.
(iv) Upon the occurrence of any Event of Default under this Note, the Payee shall have all of the rights and remedies of a secured party under the UCC and under any other applicable law, as the same may from time to time be in effect. Upon demand of the Payee after the occurrence of any Event of Default, each Maker shall deliver, or cause to be delivered, all Collateral covered hereby to the Payee at the Makers’ expense. Any notice which the Payee is required to give to the Makers under the UCC of a time and place of any public sale or the time after which any private sale or other intended disposition of collateral hereunder is to be made shall be deemed to constitute reasonable notice if such notice is mailed by registered or certified mail at least ten (10) days prior to such action.
(v) Upon the occurrence of any Event of Default under this Note, the Payee shall have the right to take any action or cause any action to be taken with respect to Xxxxxxxx County, the Xxxxxxxx Sale Agreement or the Xxxxxxxx XX.
Appears in 1 contract
Samples: Subordinated Secured Promissory Note (Bio Key International Inc)
Consequences of Events of Default. (ai) If any Event of Default has occurred, then the interest rate on the Notes and all other Obligations (to the extent permitted by law) shall increase immediately by an increment of two (2) percentages points to the extent permitted by law. Thereafter, until such time as no Events of Default exists, the interest rate shall increase automatically at the end of each succeeding 30-day period by an additional increment of two (2) percentage points to the extent permitted by law. Any increase of the interest rate resulting from the operation of this subparagraph shall terminate as of the close of business on the date on which no Event of Default exists (subject to the subsequent increases pursuant to this subparagraph).
(ii) If an Event of Default of the type described in Section 5.1(g7.1(iv) occurs, has occurred then the Accreted Value aggregate principal amount of this Convertible Note the Notes (together with all such accrued interest thereon and all other amounts due thereon (if any)Obligations) shall become immediately due and payable without any action on the part of the Holderholders of the Notes, and the Company obligors shall immediately pay to the Holder holders of the Notes all amounts due and payable with respect to this Convertible Notethe Notes and all other Obligations.
(biii) If an Event of Default (other than under Section 5.1(g7.1(iv)) has occurred and is continuing, the Holder holder or holders of Notes representing a majority of the aggregate principal amount of Notes then outstanding, which majority shall include BTFIC as long as it holds any Notes, may declare all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note Notes (together with all accrued interest thereon and all other Obligations owned to them) to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note Notes (together with all such other amounts Obligations owned to them then due and payable)) owned by such holder or holders. If The Company shall give prompt written notice of any such demand to the Holder demands other holders of Notes, each of which may demand immediate payment of all or any portion of this Convertible such holder's Note. If any holder or holders of the Notes demand immediate payment of all or any portion of the Notes, the Company obligors shall immediately pay to the Holder such holder or holders all amounts due and payable with respect to this Convertible Note or such portion hereofNotes together with all other Obligations owned to them.
(c) The Holder shall also have any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(d) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereunder.
Appears in 1 contract
Consequences of Events of Default. (ai) If an Event of Default of the type described in Section 5.1(gsubparagraph 4(a)(ii) occurs, the Accreted Value of this Convertible Note (together with all such other amounts due thereon (if any)) shall become immediately due and payable without any action on the part of the Holder, and the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note.
(b) If has occurred or an Event of Default (other than under Section 5.1(g)of the type described in subparagraph 4(a)(iii) has occurred and is continuingcontinues for 30 days or any other Event of Default has occurred, the Holder holder or holders of Notes representing at least 40% of the aggregate principal amount of Notes then outstanding may declare all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note to be immediately Notes due and payable and demand immediate payment of all or any portion of the outstanding principal amount of the Notes owned by such holder or holders. The Company shall give prompt written notice of any such demand to the other holders of Notes, each of which may demand immediate payment of all or any portion of the Accreted Value such holder's Note. If any holder or holders of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands Notes demand immediate payment of all or any portion of this Convertible Notesuch holder's Notes, the Company shall immediately pay to such holder or holders the Holder all amounts due and payable with respect outstanding principal amount of the Notes requested to this Convertible Note or such portion hereofbe paid plus, subject to the terms of the Notes, accrued interest thereon.
(cii) The Holder Each holder of the Notes shall also have any other rights that the Holder which such holder may have been afforded under any contract or agreement at any time the Deed of Charge and any other rights that the Holder which such holder may have pursuant to applicable law. No right omission, failure or remedy herein conferred upon or reserved to delay by the holder of this Note in exercising any Holder is intended to be exclusive of any other right or remedyright, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunderpower, or otherwiseprivilege hereunder shall impair such right, power, or privilege, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing operate as aforesaid shall impair any such right or power a waiver thereof, or shall be construed to be a waiver thereof; nor shall any single or partial exercise of any such Event right, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of Default any other right, power or an acquiescence therein; privilege. The rights and every power and remedy given by remedies of the Convertible Notes or by law may be exercised from time to time, and as often as holder of this Note shall be deemed expedientcumulative and not exclusive of any rights, by any Holder.
(d) The Company hereby waives diligenceremedies, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Notewarranties, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereundercovenants provided by applicable law.
Appears in 1 contract
Samples: Purchase Agreement (Centennial Communications Corp)
Consequences of Events of Default. (ai) If any Event of Default has occurred and is continuing, then the interest rate on the Note shall increase automatically by an increment of five percentage points effective as of the date of the Event of Default. Any increase of the interest rate resulting from the operation of this subsection shall terminate as of the close of business on the date on which no Event of Default exists (subject to subsequent increases pursuant to this subsection).
(ii) If an Event of Default of the type described in Section 5.1(gSECTION 10.1(iv) occurshas occurred, then the Accreted Value aggregate outstanding principal amount of this Convertible the Note (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect thereto) shall become immediately due and payable without any action on the part of the Holderholders of the Note, and the Company Borrowers shall immediately pay to the Holder holders of the Note all amounts due and payable with respect to this Convertible the Note.
(biii) If an Event of Default (other than under Section 5.1(gSECTION 10.1(iv)) has occurred and is continuing, then any holder or holders of the Holder Note then outstanding may declare all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note (together with all accrued interest thereon and all other amounts due and payable with respect thereto) to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable)) owned by such holder or holders. If The Borrowers shall give prompt written notice of any such demand to the Holder demands other holders of the Note, each of which may demand immediate payment of all or any portion of this Convertible such holder's Note. If any holder or holders of the Note demand immediate payment of all or any portion of the Note, the Company Borrowers shall immediately pay to the Holder such holder or holders all amounts due and payable with respect to this Convertible Note or such portion hereofthe Note.
(civ) The Holder shall also have any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon If any Event of Default occurring has occurred and continuing as aforesaid shall impair any such right or power or is continuing, the amount of Workstream Administrative Expenses permitted to be paid hereunder shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and reduced as often as shall be deemed expedient, by any Holderdescribed in SECTION 6.1.
(d) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereunder.
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Cohen Phillip Ean)
Consequences of Events of Default. (a) If an any Event of Default of shall occur for any reason, whether voluntary or involuntary, and be continuing, Holder may, upon notice or demand, declare the type described in Section 5.1(g) occursoutstanding Obligations under this Note to be due and payable, whereupon the Accreted Value of outstanding Obligations under this Convertible Note (together with all such other amounts due thereon (if any)) shall be and become immediately due and payable without any action on the part of the Holderpayable, and the Company shall immediately pay to the Holder all amounts due and payable such Obligations. Upon the occurrence of an actual or deemed entry of an order for relief with respect to the Company under the United States Bankruptcy Code, then all Obligations under this Convertible Note shall automatically be due immediately without notice of any kind. The Company agrees to pay Holder all out-of-pocket costs and expenses incurred by Holder (including attorney's fees) in connection with the enforcement or protection of its rights in relation to this Note.
(b) If an Event , including any suit, action, claim or other activity of Default (other than Holder to collect or otherwise enforce the Obligations under Section 5.1(g)) has occurred and is continuing, the Holder may declare all this Note or any portion of thereof, or in connection with the Accreted Value of the outstanding Principal Amount of this Convertible Note to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable)transactions contemplated hereby. If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereof.
(c) The Holder shall also have any other rights that the which Holder may have been afforded under any contract or agreement at any time and any other rights that the which Holder may have pursuant to applicable law. No right Lost, Stolen, Destroyed or remedy herein conferred Mutilated Note . In case this Note shall be mutilated, lost, stolen or destroyed, the Company shall issue a new Note of like date, tenor and denomination and deliver the same in exchange and substitution for and upon surrender and cancellation of such mutilated Note, or reserved to any Holder is intended to be exclusive in lieu of any other right this Note being lost, stolen or remedydestroyed, and every right and remedy shall, upon receipt of evidence satisfactory to the extent permitted by lawCompany of such loss, be cumulative and in addition to every other right and remedy given hereunder theft or now or hereafter existing at law or in equity or otherwisedestruction. The assertion or employment Waiver of any right or remedy hereunderJury Trial . TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW WHICH CANNOT BE WAIVED, or otherwiseTHE COMPANY (BY ITS EXECUTION HEREOF) AND HOLDER (BY ITS ACCEPTANCE OF THIS NOTE) WAIVES AND COVENANTS THAT IT WILL NOT ASSERT (WHETHER AS PLAINTIFF, shall not prevent the concurrent assertion or employment of any other appropriate right or remedyDEFENDANT OR OTHERWISE) ANY RIGHT TO TRIAL BY JURY IN ANY FORUM IN RESPECT OF ANY ISSUE OR ACTION ARISING OUT OF OR BASED UPON OR RELATING TO THIS NOTE OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE TRANSACTIONS CONTEMPLATED HEREBY, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or Governing Law . This Note shall be construed deemed to be a waiver contract made under the laws of the State of New York and for all purposes shall be governed by, construed under, and enforced in accordance with the laws of the State of New York. Amendment and Waiver . Any term of this Note may be amended and the observance of any such Event term of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law this Note may be exercised from time to timewaived (either generally or in a particular instance and either retroactively or prospectively), and as often as shall be deemed expedient, by any Holder.
(d) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that only with the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability written consent of the Company hereunderand Holder.
Appears in 1 contract
Consequences of Events of Default. (ai) If any Event of Default has occurred and is continuing, the interest rate on the Notes shall increase immediately by an increment of two percentage point(s) to the extent permitted by law. Any increase of the interest rate resulting from the operation of this subparagraph shall terminate as of the close of business on the date on which no Events of Default exist (subject to subsequent increases pursuant to this subparagraph).
(ii) If an Event of Default of the type described in Section 5.1(g6A(iv) occurshas occurred, the Accreted Value aggregate principal amount of this Convertible Note the Notes (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect thereto) shall become immediately due and payable without any action on the part of the HolderPurchaser, and the Company STS shall immediately pay to the Holder Purchaser all amounts due and payable with respect to this Convertible Notethe Notes.
(biii) If an any Event of Default (other than under Section 5.1(gparagraph 6A(iv)) has occurred and is continuing, the Holder Purchaser may declare all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note Notes (together with all accrued interest thereon and all other amounts due and payable with respect thereto) to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note Notes (together with all such other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereof) owned by Purchaser.
(civ) The Holder Purchaser shall also have any other rights that the Holder which Purchaser may have been afforded under this Agreement or any other contract or agreement (including, without limitation, the Security Agreement) at any time and any other rights that the Holder which Purchaser may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive All rights and remedies of any other right or remedyPurchaser under this Agreement, the Notes and every right and remedy shall, the Security Agreement are subject to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment provisions of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any HolderSubordination Agreement.
(dv) The Company STS hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Notethe Notes, and expressly agrees that this Convertible Notethe Notes, or any payment hereunderthereunder, may be extended from time to time and that the Holder Purchaser may accept security for this Convertible Note the Notes or release security for this Convertible Notethe Notes, all without in any way affecting the liability of STS under this Agreement, the Company hereunderNotes or the Security Agreement.
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Churchill Environmental & Industrial Equity Partners Lp)
Consequences of Events of Default. (a) If an the Triggering Event has occurred and any Event of Default shall have occurred and be continuing, the entire outstanding principal amount of the type described in Section 5.1(g) occurs, the Accreted Value of this Convertible Note (together with plus all such other amounts due thereon (if any)accrued interest thereon) shall will automatically be mature and become immediately due and payable without payable. Lender may proceed to protect and enforce its rights under this Note by exercising such remedies as are available to Lender in respect thereof under applicable law, either by suit in equity or by action at law, or both, whether for specific performance of any action on the part covenant or other agreement contained in this Note or in aid of the Holder, and the Company shall immediately pay to the Holder all amounts due and payable with respect to exercise of any power granted in this Convertible Note.
(b) If an Event of Default (other than under Section 5.1(g)) has occurred and is continuing, the Holder may declare all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereof.
(c) The Holder shall also have any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder in this Note is intended to be exclusive of any other right or remedy, and each and every right and such remedy shall, to the extent permitted by law, shall be cumulative and shall be in addition added on to every other right and remedy given hereunder conferred herein or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, by statute or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder Lender to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair remedy with respect to this Note will impair, or constitute a waiver of, any such right or power remedy. Borrower and all sureties, endorsers, guarantors and other parties hereafter assuming or shall be construed to be a waiver otherwise becoming liable for the payment of any such Event sum of Default or an acquiescence therein; money payable under this Note (a) jointly and every power severally waive grace, presentment and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(d) The Company hereby waives diligence, presentmentdemand for payment, protest and demand notice of protest, and non payment, and all other notice, including notice of intent to accelerate the Maturity Date and notice of protest acceleration of the Maturity Date, filing of suit and demand, dishonor and nonpayment of diligence in collecting this Convertible Note, and expressly agrees (b) severally agree that Lender shall not be required first to institute suit or exhaust its remedies hereon against Borrower or others liable or to become liable hereon in order to enforce payment of this Convertible NoteNote by it. Any check, draft, money order or other instrument given in payment of all or any payment hereunder, may portion of this Note shall be extended from time to time accepted by Lender and that handed in collection in the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereundercustomary manner.
Appears in 1 contract
Consequences of Events of Default. (a) If an Event of Default of the type described in Section 5.1(g) occurshas occurred, the Accreted Value aggregate principal amount of this Convertible Note (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect thereto) shall become immediately due and payable without any action on the part of the Holder, and the Company Maker shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note.
(b) If an Event of Default (other than under Section 5.1(g)) has occurred and is continuingoccurred, the Holder may declare pursue any and all or any portion remedies available at law (including, but not limited to, those available under the provisions of the Accreted Value New York Uniform Commercial Code and those set forth in the Debenture) or in equity to enforce the security interests granted hereunder by Maker to Holder (subject to the carve-out provisions of the outstanding Principal Amount Contingent Note Collateral), including, without limitation:
(i) file suit and obtain judgment and, in conjunction with any action, seek any ancillary remedies provided by law, including levy of this Convertible attachment and garnishment, (ii) demand that Maker make the Contingent Note Collateral available to be immediately due Holder as it may direct (and payable Maker hereby agrees to comply with such demand), and may demand immediate payment of all (iii) with or any portion without taking possession, sell, lease, or otherwise dispose of the Accreted Value of Contingent Note Collateral at public or private sale in accordance with the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands immediate payment of all New York Uniform Commercial Code, which remedies may be pursued separately, successively, or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereofsimultaneously.
(c) The Holder shall also have any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(d) The Company Maker hereby waives diligence, presentment, protest and demand demand, and notice of protest and demand, dishonor dishonor, and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder hereof may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company Maker hereunder.
(e) The rights and remedies of Holder under this Note are cumulative. Holder shall have all other rights and remedies not inconsistent herewith as provided under the New York Uniform Commercial Code, by law, or in equity. No exercise by Holder of one right or remedy shall be deemed an election, and no waiver by Holder of any Event of Default shall be deemed a continuing waiver. No delay by Holder shall constitute a waiver, election, or acquiescence by it.
Appears in 1 contract
Samples: Intercompany Settlement Agreement (GT Advanced Technologies Inc.)
Consequences of Events of Default. (a) If any Event of Default has occurred and is continuing, then the interest rate on this Note shall become the Overdue Rate to the extent permitted by law. Any increase of the interest rate resulting from the operation of this subparagraph shall terminate as of the close of business on the date on which no Events of Default exist (subject to subsequent increases pursuant to this subparagraph).
(b) If an Event of Default of the type described in Section 5.1(gSECTION 7(f), (g), (i), (j), (m), (o) occursOR (p) has occurred, then the Accreted Value aggregate outstanding Principal Amount of this Convertible Note (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect hereto) shall become immediately due and payable without any action on the part of the Holder, and the Company Debtor/Payor shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note.
(bc) If an Event of Default (other than under Section 5.1(gSECTION 7(f), (g), (i), (j), (m), (o) OR (p) has occurred and is continuing, then the Holder in its sole discretion may declare all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note Amount, (together with all accrued interest thereon and all other amounts due and payable with respect hereto) to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note Amount, (together with all such accrued interest thereon and all other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company Debtor/Payor shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereofNote.
(c) The Holder shall also have any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(d) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereunder.
Appears in 1 contract
Consequences of Events of Default. (ai) If any Event of Default has occurred the interest rate on this Note shall increase immediately to the lesser of 18% or the highest interest rate permitted by law.
(ii) If an Event of Default of the type described in Section 5.1(gsubparagraph 3(a)(iv) occurshas occurred, the Accreted Value aggregate principal amount of this Convertible Note (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect thereto) shall become immediately due and payable without any action on the part of the Holderholders of this Note, and the Company shall immediately pay to the Holder holders of this Note all amounts due and payable with respect to this Convertible Note.
(biii) If an any Event of Default has occurred (other than under Section 5.1(gsubparagraph 3(a)(iv)) has occurred and is continuing), the Holder holder of this Note may declare all or any portion of the Accreted Value of the outstanding Principal Amount principal amount of this Convertible Note (together with all accrued interest thereon and all other amounts due and payable with respect thereto) to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Principal Amount principal amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereof.
(civ) The Holder holder of this Note shall also have any other rights that the Holder which such holder may have been afforded under any contract or agreement at any time and any other rights that the Holder which such holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(dv) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder holder hereof may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereunder.
Appears in 1 contract
Consequences of Events of Default. i. If any Event of Default has occurred and continued, then the interest rate on the Note shall increase immediately by an increment of three percentage points (a) 3%). Any increase of the interest rate resulting from the operation of this subsection shall terminate as of the close of business on the date on which no Events of Default exist (subject to subsequent increases pursuant to this subsection).
ii. If any Event of Default has occurred and is continuing, the Borrower, the Company and its Subsidiaries shall immediately suspend all payments required to be suspended pursuant to SECTION 7.10 hereof. Any such payments may be resumed only when no such Event of Default exists or would be caused by making such payments.
iii. If an Event of Default of the type described in Section 5.1(gSECTION 9.1(IV) occurshas occurred, then the Accreted Value aggregate outstanding principal amount of this Convertible the Note (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect thereto) shall become immediately due and payable without any action on the part of the Holderholder(s) of the Note, and the Company Borrower shall immediately pay to the Holder holder(s) of the Note all amounts due and payable with respect to this Convertible the Note.
(b) iv. If an Event of Default (other than under Section 5.1(gSECTION 9.1(IV)) has occurred and is continuing, then any holder or holders of the Holder Note then outstanding may declare all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note held by it (together with all accrued interest thereon and all other amounts due and payable with respect thereto) to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note held by it (together with all such other amounts then due and payable). If The Borrower shall give prompt written notice of any such demand to any other holders of the Holder demands Note, each of which may demand immediate payment of all or any portion of such holder's Note. If any holder or holders of the Note demand immediate payment of all or any portion of the Note pursuant to this Convertible Noteparagraph, the Company Borrower shall immediately pay to the Holder such holder or holders all amounts due and payable with respect to this Convertible Note or such portion hereofNote.
(c) The Holder shall also have any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(d) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company hereunder.
Appears in 1 contract
Samples: Note Purchase Agreement (Security Capital Corp/De/)
Consequences of Events of Default. (a) If an Event of Default of the type described in Section 5.1(g) occurs, the Accreted Value of this Convertible Note (together with all such other amounts due thereon (if any)) shall become immediately due and payable without any action on the part of the Holder, and the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note.
(b) If an Event of Default (other --------------------------------- than under an Event of Default specified in clauses (vii) or (viii) of Section 5.1(g)4(a) has occurred hereof) occurs and is continuing, the Holder holder or holders of Notes representing at least 25% of the aggregate principal amount of Notes then outstanding may declare all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note to be immediately Notes due and payable and demand immediate payment of all or any portion of the outstanding principal amount of the Notes owned by such holder or holders. The Company shall give prompt written notice of any such demand to the other holders of Notes, each of which may demand immediate payment of all or any portion of the Accreted Value such holder"s Note. If any holder or holders of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands Notes demand immediate payment of all or any portion of this Convertible Notesuch holder"s Notes, the Company shall immediately pay to such holder or holders the Holder all amounts outstanding principal amount of the Notes requested (including any accreted interest thereon) to be paid plus, subject to the terms of the Notes, accrued interest thereon. If an Event of Default specified in clause (vii) or (viii) of Section 4(a) hereof occurs, the foregoing amount shall be due and payable with respect to this Convertible Note immediately without further action or such portion hereof.
(c) The Holder notice. Each holder of the Notes shall also have any other rights that the Holder which such holder may have been afforded under any contract or agreement at any time the Pledge Agreement and any other rights that the Holder which such holder may have pursuant to applicable law. No right omission, failure or remedy herein conferred upon or reserved to delay by the holder of this Note in exercising any Holder is intended to be exclusive of any other right or remedyright, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunderpower, or otherwiseprivilege hereunder shall impair such right, power, or privilege, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing operate as aforesaid shall impair any such right or power a waiver thereof, or shall be construed to be a waiver thereof; nor shall any single or partial exercise of any such right, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies of the holder of this Note shall be cumulative and not exclusive of any rights, remedies, warranties, or covenants provided by applicable law. If an Event of Default occurs on or an acquiescence therein; and every power and remedy given after January 1, 2004 by the Convertible Notes reason of any willful action (or inaction) taken (or not taken) by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(d) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability on behalf of the Company hereunder.with the intention of avoiding payment of the premium that the Company would have had to pay if the Company then had elected to redeem the Notes pursuant to Section 6 hereof, then, upon acceleration of the Notes, an equivalent premium shall also become and be immediately due and payable, to the extent permitted by applicable law, anything in the Notes to the contrary notwithstanding. If an Event of Default occurs prior to January 1, 2004 by reason of any willful action (or inaction) taken (or not taken) by or on behalf of the Company with the intention of avoiding the prohibition on redemption of the Notes prior to such date, then, upon acceleration of the Notes, an additional premium shall also become and be immediately due and payable, to the extent permitted by applicable law, in an amount, for each of the years beginning on January 1 of the years set forth below, as set forth below (expressed as a percentage of the accreted value to the date of payment that would otherwise be due but for the provisions of this sentence): 1998 ................................................................ 149.000% 1999 ................................................................ 142.000% 2000 ................................................................ 135.000% 2001 ................................................................ 128.000% 2002 ................................................................ 121.000% 2003 ................................................................ 121.000%
Appears in 1 contract
Samples: Purchase Agreement (Centennial Communications Corp)
Consequences of Events of Default. (ai) Upon the occurrence of an Event of Default, the interest rate on the Note shall increase immediately by an increment of two (2) percentage points to the extent permitted by law. Any such increase of the interest rate resulting from the operation of this subparagraph shall terminate as of the close of business on the first subsequent date on which no Events of Default exist (subject to subsequent increases pursuant to this subparagraph).
(ii) If an Event of Default of the type described in Section 5.1(g) occurshas occurred, the Accreted Value of this Convertible Note (Principal Amount, together with all accrued but unpaid interest of the Note on such other amounts due thereon (if any)) date shall become immediately due and payable without any action on the part of the HolderNoteholder, and the Company Borrower shall immediately pay to the Holder Noteholder all amounts due and payable with respect to this Convertible the Note.
(b) If an Event of Default (other than under Section 5.1(g)) has occurred and is continuing, the Holder may declare all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Note (together with all such other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereof.
(ciii) The Holder Noteholder shall also have any other rights that the Holder which such holder may have been afforded under Security Agreement, any other contract or agreement at any time and any other rights that the Holder which such holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holder.
(div) The Company Borrower hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that the Holder Noteholder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting the liability of the Company Borrower hereunder.
(v) The Noteholder's right and remedies shall be cumulative. No exercise by the Noteholder of one right or remedy shall be deemed an election which precludes other remedies, and no waiver by the Noteholder of any Event of Default on the Borrower's part shall be deemed made unless done in a writing signed by the Noteholder. No delay by the Noteholder shall constitute a waiver, election, or acquiescence by it.
(vi) The Borrower shall pay, or reimburse the Noteholder for all reasonable out-of-pocket costs and expenses (including, without limitation, reasonable attorneys fees and expenses) paid or incurred by the Noteholder before and after judgment in enforcing, protecting or preserving its rights under this Note and as a Noteholder under the Security Agreement.
(vii) If the Borrower becomes aware of the occurrence of an Event of Default, it shall give notice of such Event of Default to the Noteholder and IDI. If the Noteholder believes that an Event of Default has occurred and has not received notice to that effect from the Borrower, it shall give notice of such Event of Default to the Borrower and IDI.
Appears in 1 contract
Consequences of Events of Default. (a) If any Event of Default has occurred, the interest rate of the Note shall increase by the lesser of three percent (3%) per annum until paid.
(b) If an Event of Default of the type described in Section 5.1(g8.1(d) occurshas occurred, then the Accreted Value aggregate outstanding principal amount of this Convertible the Note and any notes issued in exchange for any Securities (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect thereto) shall become immediately due and payable without any action on the part of the Holderholders thereof, and the Company shall immediately pay to the Holder holders of the Note all amounts due and payable with respect to this Convertible Notethereto.
(bc) If an Event of Default (other than under Section 5.1(g)8.1(d) has occurred and is continuing, then the Holder holder of the Note and the holders of any notes issued in exchange for any Securities then outstanding may declare all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note and any notes issued in exchange for any Securities (together with all accrued interest thereon and all other amounts due and payable with respect thereto) to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value outstanding principal amount of the outstanding Principal Amount of this Convertible Note and any notes issued in exchange for any Securities (together with all such other amounts then due and payable)) owned by such holder or holders. If The Company shall give prompt written notice of any such demand to the Holder demands other holders of any notes issued in exchange for any Securities, each of which may demand immediate payment of all or any portion of this Convertible Notesuch holder’s Note and any notes issued in exchange for any Securities. If the holder of the Note and the holders of any notes issued in exchange for any Securities demand immediate payment of all or any portion of the Note and any notes issued in exchange for any Securities, the Company shall immediately pay to the Holder such holder or holders all amounts due and payable with respect to this Convertible Note or such portion hereof.
(c) The Holder shall also have any other rights that the Holder may have been afforded under any contract or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and every right and remedy shall, to the extent permitted by law, be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such Event of Default or an acquiescence therein; and every power and remedy given by the Convertible Notes or by law may be exercised from time to time, and as often as shall be deemed expedient, by any Holderthereto.
(d) The If, as a result of an Event of Default of the type described in Section 8.1(n), then the aggregate outstanding principal amount of the Note and any notes issued in exchange for any Securities (together with all accrued interest thereon and all other amounts due and payable with respect thereto) shall become immediately due and payable without any action on the part of the holders thereof, and the Company hereby waives diligenceshall immediately (i) pay to the holder of such Note and the holders of any notes issued in exchange for any Securities all amounts due and payable with respect thereto and (ii) purchase all of the outstanding Purchased Membership Units pursuant to the terms of Article 12 of the LMC Operating Agreement.
(e) If, presentmentas a result of an Event of Default of the type described in Section 8.1(i) or 8.1(d), protest the Company fails to pay when due and demand and notice payable (whether at maturity or otherwise) the full amount of protest and demandinterest then accrued on any Note, dishonor and nonpayment or the full amount of this Convertible any principal payment (together with any applicable premium) on any Note, and expressly agrees that this Convertible Notesuch failure continues for six (6) months, or any payment hereunderin addition to the consequences set forth in Section 8.2(a)-(c), may C3 and C3 II, pursuant to the Irrevocable Springing Proxy, shall be extended from time permitted to time and that vote the Holder may accept security for this Convertible Note or release security for this Convertible Note, all without in any way affecting Membership Units held by LMT to elect the liability board of managers of the Company hereunderCompany.
Appears in 1 contract
Samples: Securities Purchase Agreement (Liquidmetal Technologies Inc)
Consequences of Events of Default. (ai) When any Event of Default has occurred and is continuing, the interest rate on this Senior Note shall increase to the Default Interest Rate. Any increase of the interest rate resulting from the operation of this clause shall terminate as of the close of business on the date on which no Events of Default exist (subject to subsequent increases pursuant to this clause), provided, however, that nothing herein shall prevent subsequent increases of the interest rate to the Default Interest Rate upon any subsequent Defaults or Events of Default by the Company.
(ii) If an Event of Default of the type described in Section 5.1(g4(a)(iv) occurshas occurred, the Accreted Value aggregate principal amount of this Convertible Senior Note (together with all such accrued interest thereon and all other amounts due thereon (if any)and payable with respect thereto) shall become immediately due and payable without any action on the part of the HolderNoteholder, and the Company shall immediately pay to the Holder Noteholder all amounts due and payable with respect to this Convertible Notehereunder.
(biii) If an any Event of Default has occurred (other than under Section 5.1(g4(a)(iv)) has occurred and is continuing), the Holder Noteholder may declare all or any portion of the Accreted Value of the outstanding Principal Amount of this Convertible Senior Note to be immediately due and payable and may demand immediate payment of all or any portion of the Accreted Value of the outstanding Unpaid Principal Amount of this Convertible Note (together with all such accrued and unpaid interest and all other amounts then due and payable). If the Holder demands immediate payment of all or any portion of this Convertible Note, the Company shall immediately pay to the Holder all amounts due and payable with respect to this Convertible Note or such portion hereofthereto).
(civ) The Holder If any Event of Default or Default shall also have occur and be continuing, the Noteholder may proceed to protect and enforce its rights under the Senior Note by exercising such remedies as are available to such Noteholder in respect thereof, under applicable Law, whether for specific performance of any covenant or other rights that the Holder may have been afforded under any contract agreement contained in this Senior Note or agreement at any time and any other rights that the Holder may have pursuant to applicable law. No right or otherwise; no remedy herein conferred upon or reserved to any Holder is intended to be exclusive of any other right or remedy, and each and every right and such remedy shall, to the extent permitted by law, shall be cumulative and shall be in addition to every other right and remedy given hereunder conferred herein or now or hereafter existing at law Law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, by statute or otherwise, shall not prevent the concurrent assertion or employment of any other appropriate right or remedy. No delay or omission of any Holder to exercise any right or power accruing upon any Event of Default occurring and continuing as aforesaid shall impair any such right or power or shall be construed to be a waiver of any such .
(v) If an Event of Default or an acquiescence therein; Default shall occur and every power and remedy given be continuing, payments by the Convertible Notes or by law may be exercised from time Company of amounts due to time, and as often as the Noteholder shall be deemed expedient, by any Holder.made in the following order or priority:
(dA) The Company hereby waives diligence, presentment, protest and demand and notice of protest and demand, dishonor and nonpayment of this Convertible Note, and expressly agrees that this Convertible Note, or any payment hereunder, may be extended from time to time and that all accrued unpaid past due interest on the Holder may accept security for this Convertible Note or release security for this Convertible Note, Senior Notes;
(B) all without in any way affecting accrued unpaid interest due on the liability of Senior Notes; and
(C) the Company hereunderprincipal amount due under the Senior Notes.
Appears in 1 contract
