Common use of Cure Right Clause in Contracts

Cure Right. Mortgagee has no duty to cure any defaults under this Agreement by Xxxxxxx, but the City shall accept cure by Mortgagee and for such purpose the City and Xxxxxxx hereby authorize such Mortgagee to enter upon the Property and to exercise any of such Mortgagee’s rights and powers under this Agreement. The time for Mortgagee’s cure of any Xxxxxxx Event of Default shall be extended for 60 days beyond the later to occur of (i) the period of cure granted to Xxxxxxx and (ii) the date notice of such default is received by Mortgagee; provided however, if a Xxxxxxx Event of Default is not susceptible of cure within such 60 day period, Mortgagee shall have such additional time as is necessary to cure such Xxxxxxx Event of Default, but in no event longer than a total of 120 days. If a Xxxxxxx Event of Default exists, Mortgagee may, at its election, acquire title to Xxxxxxx’x estate in the Property or Xxxxxxx’x interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) of a Mortgage, and the time period for Mortgagee’s cure shall be tolled during the pendency of such title acquisition proceedings; provided, however, that if Mortgagee elects to foreclose or take a deed-in-lieu of foreclosure in order to obtain title and cure, Mortgagee shall first give revocable written notice thereof to the City of such intent. Additionally, if a default exists under the Mortgage at a time when no Xxxxxxx Event of Default exists and Mortgagee is exercising its rights under the Mortgage to acquire title to Xxxxxxx’x estate in the Property or Xxxxxxx’x interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) of its Mortgage, then Mortgagee shall have the same rights to cure any Xxxxxxx Event of Default as contained in this section. Mortgagee shall not be required to cure or commence to cure any default that is personal to Xxxxxxx (e.g., bankruptcy). The City will not exercise its remedies for an Event of Default under Section 10.2 of this Agreement or under a Deed so long as Mortgagee has a right to cure such Event of Default under this Section.

Cure Right. Mortgagee has no duty Notwithstanding anything to cure the contrary contained in this Section 8, in the event that Borrowers fail to comply with the covenant contained in Section 6.12(b) (the “Approved Budget Covenant”) with respect to any defaults under this Agreement calendar month or any two calendar month period, Borrowers shall have the right, within sixty (60) days of the applicable month or two calendar month period to issue additional shares of Qualified Capital Stock in exchange for cash (the “Equity Cure Right”), in an amount equal to (x) two (2) multiplied by Xxxxxxx, but (y) the City shall accept cure by Mortgagee and Actual Disbursement Amount less the Maximum Disbursement Amount for such purpose month (the City and Xxxxxxx hereby authorize such Mortgagee “Cure Amount”). Upon the receipt by Borrowers of the Cure Amount pursuant to enter upon the Property and to exercise any of such Mortgagee’s rights and powers under this Agreement. The time for Mortgagee’s cure of any Xxxxxxx Event of Default Equity Cure Right, such Cure Amount shall be extended deemed to reduce the Actual Disbursement Amount for 60 days beyond the later applicable calendar month or two calendar month period and the Approved Budget Covenant shall be recalculated for all purposes under the Loan Documents. If, after giving effect to occur the foregoing recalculation, Borrowers shall then be in compliance with the requirements of (i) the period Approved Budget Covenant, Borrowers shall be deemed to have satisfied the requirements of cure granted the Approved Budget Covenant as of the relevant date of determination with the same effect as though there had been no failure to Xxxxxxx comply therewith at such date, and (ii) the date notice applicable breach of such default is received by Mortgagee; provided howeverthe Approved Budget Covenant that had occurred, if a Xxxxxxx Event of the related Default is not susceptible of cure within such 60 day period, Mortgagee shall have such additional time as is necessary to cure such Xxxxxxx and Event of Default, but in shall be deemed cured without any further action of Borrower, Collateral Agent or any Lender for all purposes under the Loan Documents. Upon receipt by the Required Lenders of notice from Borrowers that they intend to exercise the Equity Cure Right with respect to any calendar month or two calendar month period, then so long as no event longer than a total of 120 days. If a Xxxxxxx other Event of Default existshas occurred and is continuing and solely with respect to Borrowers’ exercise of the Equity Cure Right, Mortgagee mayuntil the 60th day following the applicable calendar month or two calendar month period to which such notice relates, at its election, acquire title to Xxxxxxx’x estate in the Property or Xxxxxxx’x interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) of a MortgageLenders shall not, and shall not direct Collateral Agent to, exercise any remedies pursuant to Section 9 or otherwise solely on the time period for Mortgagee’s cure shall be tolled during the pendency basis of such title acquisition proceedings; provided, however, that if Mortgagee elects to foreclose or take a deed-in-lieu of foreclosure in order to obtain title and cure, Mortgagee shall first give revocable written notice thereof to the City of such intent. Additionally, if a default exists under the Mortgage at a time when no Xxxxxxx any Event of Default exists having occurred and Mortgagee is exercising its rights being continuing under the Mortgage to acquire title to Xxxxxxx’x estate in the Property or Xxxxxxx’x interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) of its Mortgage, then Mortgagee shall have the same rights to cure any Xxxxxxx Event of Default as contained in this section. Mortgagee shall not be required to cure or commence to cure any default that is personal to Xxxxxxx (e.g., bankruptcy). The City will not exercise its remedies for an Event of Default under Section 10.2 of this Agreement or under a Deed so long as Mortgagee has a right to cure such Event of Default under this SectionApproved Budget Covenant.

Cure Right. Mortgagee has no duty (i) Notwithstanding anything to cure any defaults under the contrary contained in this Agreement by XxxxxxxSection 9.13, but in the City shall accept cure by Mortgagee and for such purpose event the City and Xxxxxxx hereby authorize such Mortgagee Borrowers fail or reasonably believes they will fail to enter upon comply with the Property and to exercise any requirements of such Mortgagee’s rights and powers under this Agreement. The time for Mortgagee’s cure the financial covenant set forth in Section 9.13(a) (the “Financial Covenant”) until the expiration of any Xxxxxxx Event of Default shall be extended for 60 days beyond the later day that is ten (10) Business Days after the earlier to occur of (i) the period of cure granted date the Compliance Certificate calculating such covenants is actually delivered to Xxxxxxx the Administrative Agent and (ii) the date notice of the Compliance Certificate calculating such default covenants is received by Mortgagee; provided however, if a Xxxxxxx required to be delivered pursuant to Section 8.01(d) Administrative Borrower shall have the right to cure (and shall be deemed to have cured) any Event of Default is not susceptible resulting from such breach if Administrative Borrower issues Capital Stock (other than Disqualified Capital Stock), directly or indirectly, to the equity holders of cure within Administrative Borrower for cash, or otherwise receives cash contributions to the capital of Administrative Borrower (the “Cure Right”) in such 60 day period, Mortgagee shall have such additional time amounts as is are necessary to cure be in compliance with the Financial Covenant (the “Cure Amount”), which Cure Amount shall be deemed to increase Consolidated Adjusted EBITDA for such Xxxxxxx Event period and shall be so calculated for any subsequent period that includes the Fiscal Quarter in respect of Default, but in which the Cure Right was exercised. In no event longer shall the Cure Amount be greater than the amount required for purposes of complying with the Financial Covenant as set forth herein. The Cure Right may not be exercised more than two (2) times in any four (4) consecutive quarterly periods, and not more than five (5) times during the term of this Agreement. (ii) Upon the Administrative Agent’s receipt of the Cure Amount, the Financial Covenant shall be recalculated and if the Credit Parties in compliance with the requirements of the Financial Covenant, then the Credit Parties shall be deemed to have satisfied such Financial Covenant as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach or default of the Financial Covenant that occurred shall be deemed cured for the purposes of this Agreement; it being understood and agreed that, upon receipt by Administrative Agent of a total timely irrevocable written notice from Administrative Borrower stating that it intends to exercise the Cure Right hereunder and until the expiration of 120 days. If the ten (10) Business Day period referenced above, neither Administrative Agent nor any Lender shall exercise any remedies (including applying any Default Rate), or take any actions, against any Credit Party or any of its Subsidiaries or their respective assets or property as a Xxxxxxx result of any Event of Default exists, Mortgagee may, at its election, acquire title arising solely due to Xxxxxxx’x estate in the Property or Xxxxxxx’x interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) breach of a Mortgage, and the time period for Mortgagee’s cure shall be tolled during the pendency of such title acquisition proceedingsFinancial Covenant; provided, howeverthat, that if Mortgagee elects to foreclose or take a deed-in-lieu of foreclosure in order to obtain title and cure, Mortgagee shall first give revocable written notice thereof subject to the City of foregoing, such intent. Additionally, if a default exists under the Mortgage at a time when no Xxxxxxx Default or Event of Default exists and Mortgagee is exercising its rights under shall be deemed existing for all other purposes of the Mortgage Credit Documents. The resulting increase to acquire title to Xxxxxxx’x estate in Consolidated Adjusted EBITDA from the Property or Xxxxxxx’x interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) exercise of its Mortgage, then Mortgagee shall have the same rights to cure any Xxxxxxx Event of Default as contained in this section. Mortgagee Cure Right shall not be required result in any adjustment to cure Consolidated Adjusted EBITDA or commence to cure any default that is personal to Xxxxxxx (e.g., bankruptcy). The City will not exercise its remedies other financial definition for an Event of Default any purposes under Section 10.2 of this Agreement or under a Deed so long as Mortgagee has a right to cure such Event any Credit Document, other than for purposes of Default under this Sectioncalculating the Financial Covenant.

Cure Right. Mortgagee has no duty Seller shall have the right, but not the obligation, upon delivering written notice to Xxxxx, to attempt at its sole cost, to cure or remove any defaults under this Agreement Title Defects asserted by XxxxxxxBuyer on or before the expiration of ninety (90) days after the Title Claim Date (the “Cure Period”), but unless the City shall accept Parties otherwise agree. If Seller has provided notice at least two (2) days prior to the Closing Date of Seller’s intent to attempt to cure by Mortgagee and for such purpose a Title Defect within the City and Xxxxxxx hereby authorize such Mortgagee to enter upon the Property and to exercise any of such Mortgagee’s rights and powers under this Agreement. The time for Mortgagee’s cure of any Xxxxxxx Event of Default Cure Period, there shall be extended no reduction to the Base Purchase Price with respect to the Title Defect for 60 days beyond purposes of Closing. If at the later to occur end of the Cure Period (i) the period of cure granted to Xxxxxxx Title Defect is not cured as agreed by Seller and Buyer or (ii) if Seller and Buyer cannot agree, and it is determined by the date notice of Title Arbitrator that such default is received by Mortgagee; provided however, if a Xxxxxxx Event of Default Title Defect is not susceptible cured at the end of cure the Cure Period, then in either case Seller shall elect one of the options set forth in Section 3.3(d)(1)(A) or 3.3(d)(1)(B) for such Title Defect, in which event the Base Purchase Price adjustment required in connection with the selected option under this Article III shall be made in the Final Settlement Statement. If Seller has elected the option under Section 3.3(d)(1)(A) and at the end of the Cure Period the Title Defect is cured as agreed by Seller and Buyer, or if Seller and Buyer cannot agree and it is determined by the Title Arbitrator that such Title Defect is cured as of the end of the Cure Period, then, within such 60 day periodfive (5) Business Days thereafter, Mortgagee Seller shall have such additional time as is necessary cause the Seller-designated Affiliate to reassign to Buyer the Title Defect Property with respect to which Title Defects were cured. No action of Seller in electing or attempting to cure such Xxxxxxx Event a Title Defect shall constitute a waiver of DefaultSeller’s right to dispute the existence, but in no event longer than a total of 120 days. If a Xxxxxxx Event of Default existsnature or value of, Mortgagee may, at its election, acquire title to Xxxxxxx’x estate in the Property or Xxxxxxx’x interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) of a Mortgage, and the time period for Mortgagee’s cure shall be tolled during the pendency of such title acquisition proceedings; provided, however, that if Mortgagee elects to foreclose or take a deed-in-lieu of foreclosure in order to obtain title and cure, Mortgagee shall first give revocable written notice thereof to the City of such intent. Additionally, if a default exists under the Mortgage at a time when no Xxxxxxx Event of Default exists and Mortgagee is exercising its rights under the Mortgage to acquire title to Xxxxxxx’x estate in the Property or Xxxxxxx’x interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) of its Mortgage, then Mortgagee shall have the same rights cost to cure any Xxxxxxx Event of Default as contained in this section. Mortgagee shall not be required to cure or commence to cure any default that is personal to Xxxxxxx (e.g., bankruptcy). The City will not exercise its remedies for an Event of Default under Section 10.2 of this Agreement or under a Deed so long as Mortgagee has a right to cure such Event of Default under this Sectionthe Title Defect.

Cure Right. Mortgagee has no duty In the event that the Company fails to cure comply with the Fixed Charge Coverage Ratio contained in Section 11.13.2 with respect to any defaults under this Agreement by Xxxxxxxparticular Computation Period (each, but a “Fixed Charge Ratio Default”) and the City shall accept cure by Mortgagee and EBITDA of Xxxxxxxx EcoLogix for such purpose Computation Period is negative (it being agreed by the City and Xxxxxxx hereby authorize such Mortgagee to enter upon the Property and to exercise any parties hereto that for purposes of such Mortgagee’s rights and powers under this Agreement. The time for Mortgagee’s cure determination each component of any Xxxxxxx Event of Default EBITDA shall be extended calculated on a stand-alone basis for 60 days beyond Xxxxxxxx EcoLogix in a manner acceptable to the later Administrative Agent notwithstanding anything to occur of (i) the period of cure granted to Xxxxxxx and (ii) the date notice of such default is received by Mortgagee; provided however, if a Xxxxxxx Event of Default is not susceptible of cure within such 60 day period, Mortgagee shall have such additional time as is necessary to cure such Xxxxxxx Event of Default, but in no event longer than a total of 120 days. If a Xxxxxxx Event of Default exists, Mortgagee may, at its election, acquire title to Xxxxxxx’x estate contrary contained in the Property Credit Agreement or Xxxxxxx’x interest in this Agreement diligently and in good faith by appropriate proceedingsany other Loan Document) (the negative EBITDA of Xxxxxxxx EcoLogix with respect to any Computation Period, including foreclosure (or deed-in-lieu) of a Mortgagethe “Xxxxxxxx EcoLogix Negative EBITDA Amount”), and the time period for Mortgagee’s cure shall be tolled during the pendency of such title acquisition proceedings; provided, however, that if Mortgagee elects to foreclose or take a deed-in-lieu of foreclosure in order to obtain title and cure, Mortgagee shall first give revocable written notice thereof to the City of such intent. Additionally, if a default exists under the Mortgage at a time when no Xxxxxxx Event of Default exists and Mortgagee is exercising its rights under the Mortgage to acquire title to Xxxxxxx’x estate in the Property or Xxxxxxx’x interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) of its Mortgage, then Mortgagee Company shall have the same rights to cure any Xxxxxxx Event of Default as contained in this section. Mortgagee shall not be required to cure or commence to cure any default that is personal to Xxxxxxx (e.g., bankruptcy). The City will not exercise its remedies for an Event of Default under Section 10.2 of this Agreement or under a Deed so long as Mortgagee has a right to cure such Event of Default so long as the following terms and conditions are satisfied (the “Cure Right”): A. The Cure Right shall only be available to the Company to cure a particular Fixed Charge Ratio Default to the extent such Fixed Charge Ratio Default would be cured by adding to EBITDA for the particular Computation Period an amount not exceeding the Xxxxxxxx EcoLogix Negative EBITDA Amount. B. In the event the Company desires to cure a particular Fixed Charged Ratio Default, the Company shall deliver to the Administrative Agent irrevocable written notice of the Company’s intent to cure (a “Cure Notice”) no later than fifteen (15) days after the date on which financial statements and a Compliance Certificate as of and for the period ending on the last day of the particular Computation Period are required to be delivered; provided, however, the Cure Right may not be exercised after June 30, 2012. C. The Cure Notice shall set forth the calculation of the Xxxxxxxx EcoLogix Negative EBITDA Amount and the related Fixed Charge Cure Amount referenced below. D. In the event the Company delivers a Cure Notice, an unsecured subordinated loan satisfying the requirements for “Subordinated Debt” under this Sectionthe Credit Agreement shall be made to Xxxxxxxx EcoLogix and the amount of such subordinated loan shall not be less than the Fixed Charge Cure Amount referenced below, provided that such subordinated loan shall be made no later than three (3) days after receipt by Administrative Agent of the Cure Notice (the “Required Subordinated Loan Date”). The “Fixed Charge Cure Amount” shall equal an amount which, when added to EBITDA for the particular Computation Period as provided in the definition of Fixed Charge Coverage Ratio, would result in the Company being in pro forma compliance with such covenant for the particular Computation Period, provided that such amount shall in no event exceed the Xxxxxxxx EcoLogix Negative EBITDA Amount with respect to such Computation Period. The Xxxxxxxx EcoLogix Negative EBITDA Amount with respect to any particular Computation Period shall be reduced by any Fixed Charge Cure Amounts previously paid with respect to any period included in such Computation Period.