Default; Acceleration. If any of the following events shall occur and be continuing for any reason whatsoever (and whether such occurrence shall be voluntary or involuntary or come about or be effected by operation of law or otherwise): (i) the Company defaults in the payment of any principal or premium on any Note at its maturity or when otherwise due or in the payment of any purchase or redemption obligation or in the payment of interest on any Note when the same shall become due, either by the terms thereof or otherwise as herein provided and, in the case of interest, such default shall continue for five days after the same shall have become due; or (ii) the Company or any of its Subsidiaries fails to perform or observe any of its obligations under paragraph ___ hereof; or (iii) the Company or any of its Subsidiaries defaults in any payment of principal of or interest on any Debt (excluding trade payables) in excess of $500,000 for more than 60 days beyond any period of grace provided with respect thereto and the effect of such failure is to cause such Debt to become due prior to any stated maturity; or (iv) any representation or warranty made in writing by or on behalf of the Company in this Agreement or in any writing furnished in connection with or pursuant to this Agreement or in connection with the transactions contemplated by this Agreement shall be false in any material respect on the date as of which made; or (v) the Company fails to perform or observe any agreement contained in clause (ix) of paragraph 6A, in paragraphs 6C, 6G, 6H, 6J, 6K or 6L, which failure continues for 30 days following notice of the failure from the Purchasers to the Company; or (vi) the Company fails to perform or observe any material agreement contained in the Registration Rights Agreement, the Warrants, the Advisory Agreement or the Shareholders" Agreement, which failure continues for 30 days following notice of the failure from the Purchasers to the Company; or (vii) the Company fails to perform or observe any other agreement, term or condition contained in this Agreement, and such failure shall not have been remedied within 30 days after such failure shall first have become known to any Responsible Officer of the Company or written notice thereof shall have been received by the Company; or (viii) the Company or any Subsidiary (except for a Subsidiary which is not material) makes an assignment for the benefit of creditors or is generally not paying its debts as such debts become due; or (ix) any order or decree for relief in respect of the Company or any Subsidiary (except for a Subsidiary which is not material) is entered under any bankruptcy, reorganization, compromise, arrangement, insolvency, readjustment of debt, dissolution or liquidation or similar law, whether now or hereafter in effect (herein called the "BANKRUPTCY LAW"), of any jurisdiction; or (x) the Company or any of its Subsidiaries (except for a Subsidiary which is not material) petitions or applies to any tribunal for, or consents to, the appointment of, or taking possession by, a trustee, receiver, custodian, liquidator or similar official of the Company or any of such Subsidiaries, or of any Substantial Part of the assets of the Company or any of such Subsidiaries, or commences a voluntary case under the Bankruptcy Law of the United States or any proceedings (other than proceedings for the voluntary liquidation and dissolution of a Subsidiary) relating to the Company or any of such Subsidiaries under the Bankruptcy Law of any other jurisdiction; or (xi) any petition or application described in clause (x) above is filed, or any such proceedings are commenced, against the Company or any of its Subsidiaries (except for a Subsidiary which is not material) and the Company or such Subsidiary by any act indicates its approval thereof, consent thereto or acquiescence therein, or an order, judgment or decree is entered appointing any such trustee, receiver, custodian, liquidator or similar official, or approving the petition in any such proceedings, and such order, judgment or decree remains unstayed and in effect for more than 60 days; or (xii) any order, judgment or decree is entered in any proceedings against the Company or any of its Subsidiaries (except for a Subsidiary which is not material) decreeing the dissolution of the Company or such Subsidiary and such order, judgment or decree remains unstayed and in effect for more than 60 days; or (xiii) any order, judgment or decree is entered in any proceedings against the Company or any of its Subsidiaries (except for a Subsidiary which is not material) decreeing a split-up of the Company or such Subsidiary which requires the divestiture of a Substantial Part, or the divestiture of the stock of such Subsidiary of the Company the assets of which constitute a Substantial Part, of the assets of the Company and its Subsidiaries and such order, judgment or decree remains unstayed and in effect for more than 60 days; or (xiv) a final judgment (not fully covered by insurance and reasonable deductibles thereunder) in an amount in excess of $500,000 is rendered against the Company or any of its Subsidiaries and, within 10 Business Days after entry thereof, such judgment is not discharged or execution thereof stayed pending appeal, or within 10 days after the expiration of any such stay, such judgment is not discharged; (a) if such event is an Event of Default specified in clause (ix), (x) or (xi) of this paragraph 8A, all of the Notes at the time outstanding shall automatically become due and payable at par, together with interest accrued thereon; (b) if such event is any other Event of Default, the Purchasers may, at their option, by notice in writing to the Company, declare all of the Notes to be, and all of the Notes shall thereupon be and become, immediately due and payable together with interest accrued thereon, in each of the cases referred to in clauses (a) and (b) above, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by the Company; and (c) in addition to the remedies of the Purchasers in clause (b) above, if such event is an Event of Default specified in clause (i) of this paragraph 8A, and, in the case of a default in the payment of any principal or premium on any Note, such default shall continue for more than five days after such payment shall have become due, the Company shall promptly deliver to the Purchasers Penalty Warrants in accordance with the provisions of paragraph 13C hereof.
Appears in 1 contract
Sources: Securities Purchase Agreement (Family Christian Stores Inc)
Default; Acceleration. If any of the following events shall occur and be continuing for any reason whatsoever (and whether such occurrence shall be voluntary or involuntary or come about or be effected by operation of law or otherwise):
(ia) the Company defaults default in the payment of of
(i) any principal (including any Required Installment Payment) of or premium on any Note at its maturity or when otherwise due or in the payment of any purchase or redemption obligation or in the payment of interest Market Premium on any Note when the same shall become due, whether at maturity or at the times specified in paragraph 4A or 4B or otherwise, either by the terms thereof or otherwise as herein provided andprovided, in or
(ii) any interest on any Note when the case of interest, same shall become due and such default shall continue for five days after more than 3 days, or
(iii) any other amount payable by any Credit Party hereunder or under any other Credit Document when the same shall have become duedue and such default shall continue for more than 3 days; or
(iib) the Company states or any of its Subsidiaries fails to perform or observe otherwise claims in writing that any of its obligations under paragraph ___ hereof8 is not enforceable in accordance with its terms; or
(iiic) default in the performance or breach of any covenant of the Company or any the ESOT contained in (i) subparagraph 5.1 (h) or (m), (ii) paragraph 7 of its Subsidiaries defaults in any payment this Agreement and continuance of principal of such default or interest on any Debt (excluding trade payables) in excess of $500,000 breach for more than 60 days beyond any a period of grace provided with respect thereto and the effect of such failure is to cause such Debt to become due prior to any stated maturity5 Business Days or (iii) paragraph 8; or
(ivd) any Credit Party shall (i) fail to perform or observe any covenant contained in subparagraph 5.1 (e), (h), (i) or (j) or subparagraph 5.2 hereof or (ii) fail to perform or observe any covenant contained in subparagraphs 5.1(a)(i)(A), (B) or (H) or subparagraph 5.1(a)(ii) hereof and such failure referred to in this subparagraph 9A(d) shall continue unremedied for a period of five (5) days after the earlier of a Responsible Officer of the Company becoming aware of such failure or written notice specifying such failure and stating that such notice is a "Notice of Default" hereunder is given, by registered or certified mail or by courier, to the Company on behalf of the Credit Parties by the holder of any Note; or
(e) any Credit Party shall fail to perform or observe (i) any term, covenant or agreement contained herein or in any Note (other than those specified in clauses (a) through (d) above) and such failure shall continue unremedied for a period of thirty (30) days after the earlier of a Responsible Officer of the Company becoming aware of such failure or written notice specifying such failure and stating that such notice is a "Notice of Default" hereunder is given, by registered or certified mail or by courier, to the Company on behalf of the Credit Parties by the holder of any Note or (ii) any term, covenant or agreement contained in any other Credit Document and such failure shall continue unremedied beyond any applicable grace or cure period; or
(f) any representation or warranty made in writing or deemed made by the ESOT or on behalf of the Company in this Agreement or in any writing furnished in connection with or a Credit Party pursuant to this Agreement or in any other Credit Document or in any other document or certificate delivered pursuant hereto or in connection with the transactions contemplated by this Agreement any amendment hereof or any other Credit Document or any consent or waiver or thereunder shall be false prove to have been incorrect or misleading in any material respect on as of the date as of which made or deemed made; or
(v) the Company fails to perform or observe any agreement contained in clause (ix) of paragraph 6A, in paragraphs 6C, 6G, 6H, 6J, 6K or 6L, which failure continues for 30 days following notice of the failure from the Purchasers to the Company; or
(vi) the Company fails to perform or observe any material agreement contained in the Registration Rights Agreement, the Warrants, the Advisory Agreement or the Shareholders" Agreement, which failure continues for 30 days following notice of the failure from the Purchasers to the Company; or
(vii) the Company fails to perform or observe any other agreement, term or condition contained in this Agreement, and such failure shall not have been remedied within 30 days after such failure shall first have become known to any Responsible Officer of the Company or written notice thereof shall have been received by the Company; or
(viiig) the Company or any Subsidiary shall fail to pay at maturity, or within any applicable period of grace, any Indebtedness (except other than the Indebtedness referred to in clause (a) above) or any obligations under Hedging Agreements, in each case with an outstanding principal or notional amount in excess of S25,000,000, or fail to observe or perform any term, covenant or agreement contained in any agreement by which it is bound governing, evidencing or securing Indebtedness or any obligations under Hedging Agreements, in each case with an outstanding principal or notional amount in excess of $25,000,000 for such period of time as would permit, or would have permitted ( assuming the giving of appropriate notice if required) the holder or holders thereof or of any obligations issued thereunder (or a trustee or agent on behalf of such holder or holders), to accelerate the maturity thereof, or of any such obligation; provided, however, that if any such failure occurs as to any Hedging Agreement or as to any Indebtedness other than Senior Notes and the Bridge Notes and if such failure shall be cured by the Company or such Subsidiary which is not materialor waived by the requisite holders of the defaulted obligations, then the default hereunder by reason of such failure shall be deemed to have been cured and waived by the Required Holders unless prior thereto the Notes shall have been declared to be or shall have become immediately due and payable hereunder; or
(h) makes an the Company or any Subsidiary shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, administrator, custodian, trustee or liquidator of itself or of all or a substantial part of its property, (ii) admit in writing its inability, or be generally unable, to pay its debts as they become due, (iii) make a general assignment for the benefit of creditors its creditors, (iv) commence a voluntary case under the Federal Bankruptcy Code (as now or is generally not paying hereafter in effect), (v) be adjudicated as bankrupt or insolvent, (vi) file a petition seeking to take advantage of any other law relating to bankruptcy, insolvency, administration, reorganization, winding-up or composition or adjustment of debts, (vii) fail to controvert in a timely and appropriate manner, or acquiesce in writing to, any petition filed against it in an involuntary case under such Bankruptcy Code, or (viii) be authorized by its debts as such debts become dueBoard of Directors to take any of the foregoing actions; or
(ixi) a proceeding or case shall be commenced, without the application or consent of the Company, any order other Credit Party or decree for any Material Subsidiary, in any court of competent jurisdiction, seeking (i) the liquidation, administration, reorganization, dissolution or winding-up, or the composition or readjustment of debts, of the Company, any other Credit Party or any Material Subsidiary, (ii) the appointment of a trustee, receiver, administrator, custodian, liquidator or the like of the Company, any other Credit Party or any Material Subsidiary, or of all or any substantial part of its assets or (iii) similar relief in respect of the Company Company, any other Credit Party or any Subsidiary (except for a Subsidiary which is not material) is entered Material Subsidiary, under any law relating to bankruptcy, insolvency, administration, reorganization, compromisewinding-up or composition or adjustment of debts, arrangement, insolvency, readjustment of debt, dissolution and such proceeding or liquidation or similar law, whether now or hereafter in effect (herein called the "BANKRUPTCY LAW"), of any jurisdiction; or
(x) the Company or any of its Subsidiaries (except for a Subsidiary which is not material) petitions or applies to any tribunal for, or consents to, the appointment of, or taking possession by, a trustee, receiver, custodian, liquidator or similar official of the Company or any of such Subsidiaries, or of any Substantial Part of the assets of the Company or any of such Subsidiaries, or commences a voluntary case under the Bankruptcy Law of the United States or any proceedings (other than proceedings for the voluntary liquidation and dissolution of a Subsidiary) relating to the Company or any of such Subsidiaries under the Bankruptcy Law of any other jurisdiction; or
(xi) any petition or application described in clause (x) above is filed, or any such proceedings are commenced, against the Company or any of its Subsidiaries (except for a Subsidiary which is not material) and the Company or such Subsidiary by any act indicates its approval thereof, consent thereto or acquiescence thereinshall continue undismissed, or an order, judgment or decree is approving or ordering any of the foregoing shall be entered appointing any such trusteeand continue unstayed and in effect, receiver, custodian, liquidator or similar official, or approving the petition in any such proceedingscase for a period of sixty (60) consecutive days, or an order for relief against the Company, any other Credit Party or any Material Subsidiary, shall be entered in an involuntary case under the Federal Bankruptcy Code (as now or hereafter in effect); or
(j) (i) any Person shall engage in any "prohibited transaction" (as defined in Section 406 of ERISA or Section 4975 of the Code) involving any ERISA Plan, (ii) any "accumulated funding deficiency" (as defined in Section 302 of ERISA), whether or not 18 waived, shall exist with respect to an ERISA Plan or any Lien in favor of the PBGC or an ERISA Plan shall arise on the assets of the Company, any Subsidiary or any Commonly Controlled Entity, (iii) a Reportable Event shall occur with respect to, or proceedings shall commence to have a trustee appointed, or a trustee shall be appointed, to administer or to terminate, any Single Employer Plan, which Reportable Event or commencement of proceedings or appointment of a trustee is, in the reasonable opinion of the Required Lenders, likely to result in the termination of such ERISA Plan for purposes of Title IV of ERISA, (iv) any Single Employer Plan shall terminate for purposes of Title IV of ERISA, (v) the Company, any Subsidiary or any Commonly Controlled Entity shall, or in the reasonable opinion of the Required Lenders is likely to, incur any liability in connection with a withdrawal from, or the Insolvency or Reorganization of, a Multiemployer Plan or (vi) any other event or condition shall occur or exist with respect to an ERISA Plan; and in each case in clauses (i) through (vi) above, such event or condition, together with all other such events or conditions, if any, could reasonably be expected to have a Material Adverse Effect; or
(k) one or more judgments or decrees shall be entered against the Company or any Subsidiary, involving in the aggregate a liability (not paid or fifty covered by insurance) of $50,000,000 or more, and all such judgments or decrees shall not have been vacated, discharged, stayed or bonded pending appeal within 60 days from the entry thereof; or
(l) this Agreement, any of the Notes or any other Credit Document shall cease, for any reason, to be in full force and effect, or any Credit Party shall so assert or any Credit Party shall disaffirm or deny any of its obligations thereunder; or any Collateral Document shall fail to create or constitute a legal, valid, enforceable and perfected Lien in favor of the Collateral Agent, as security for the principal (including any Required Installment Payment) of and Market Premium and interest on the Notes and other obligations of the Credit Parties under the Credit Documents, upon a material portion of the Collateral described therein as subject thereto or encumbered thereby, or any Credit Party shall so assert; or
(m) any Change of Control shall occur;
(n) if ESOT Notes are outstanding, any order, judgment or decree is entered in any proceeding by a court of competent jurisdiction decreeing that the Plan, the ESOT or the ESOT Transaction has not been properly established or consummated, as me case may be (other than as specified in clause (b)(ii) of paragraph 4(A), in any material respect, and such order, judgment or decree remains unstayed and in effect for more than 60 days; or
(xii) any order, judgment or decree is entered in any proceedings against the Company or any of its Subsidiaries (except for a Subsidiary which is not material) decreeing the dissolution days of the Company or such Subsidiary and time such order, judgment or decree remains unstayed and in effect for more than 60 days; or
(xiii) any order, judgment or decree is entered in any proceedings against the Company or any of its Subsidiaries (except for a Subsidiary which is not material) decreeing a split-up of the Company or such Subsidiary which requires the divestiture of a Substantial Part, or the divestiture of the stock of such Subsidiary of the Company the assets of which constitute a Substantial Part, of the assets of the Company and its Subsidiaries and such order, judgment or decree remains unstayed and in effect for more than 60 days; or
(xiv) a final judgment (not fully covered by insurance and reasonable deductibles thereunder) in an amount in excess of $500,000 is rendered against the Company or any of its Subsidiaries and, within 10 Business Days after entry thereof, such judgment is not discharged or execution thereof stayed pending appeal, or within 10 days after the expiration of any such stay, such judgment is not dischargedfirst becomes appealable;
(a) if such event is an Event of Default specified in clause (ix), (xh) or (xii) of this paragraph 8A9A with respect to the Company, all of the Notes at the time outstanding shall automatically become immediately due and payable at par, par together with interest accrued thereon; , and together with the Market Premium, if any, with respect to each Note, without presentment, demand, protest or notice of any kind, all of which are hereby waived by the Company and the ESOT, and (b) if such event is any other continuing Event of Default, the Purchasers may, holder or holders of at least 25% of the aggregate principal amount of the Notes at the time outstanding may at its or their option, by notice in writing to the CompanyCompany and the ESOT, declare all of the Notes to be, and all of the Notes shall thereupon be and become, immediately due and payable together with interest accrued thereonthereon and together with the Market Premium, in if any, with respect to each of the cases referred to in clauses (a) and (b) aboveNote, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by the Company; Company and (c) the ESOT and the Company shall give notice in addition writing of such declaration to the remedies of the Purchasers in clause other holders, provided that (bx) above, if such event is an a continuing Event of Default specified in sub-clause (i) or (ii) of clause (a) of this paragraph 8A, and, 9A in the case respect of a default in the payment of any principal or premium on any Note, any holder of Notes may, at its option, by notice in writing to the Company and the ESOT, declare all of the Notes held by such default holder to be, and all of such Notes shall continue for more than five thereupon be and become, immediately due and payable together with interest accrued thereon and together with the Market Premium, if any, with respect to each such Note, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by the Company and the ESOT, (y) if any holder of Notes shall have declared all of the Notes held by such holder to be due and payable pursuant to clause (x) of this proviso, then the Company shall give notice in writing of such declaration to the other holders of Notes and any such other holder may at any time thereafter and until the later of (A) the expiration of 60 days after such payment other holder shall have become duereceived notice from the Company of such declaration and (B) the date on which all Events of Default and Defaults have been cured or waived pursuant to paragraph 14C, by notice in writing to the Company and the ESOT, declare all of the Notes held by such other holder to be immediately due and payable, together with interest accrued thereon and together with the Market Premium, if any, with respect to each such Note without presentment, demand, protest or any other notice of any kind, all of which are hereby waived by the Company and the ESOT. Nothing in this Agreement shall permit (i) a transfer of assets of the ESOT to any Person in excess of the amount permitted under Treasury Regulation Sec. 54.4975-7(b)(6), or (ii) if the holder of any Note is a disqualified person within the meaning of the Code or the Regulations thereunder, the Company shall promptly deliver transfer of assets of the ESOT to such holder except upon the failure of the ESOT to make payment of regularly scheduled payments of principal and interest on such Notes, and then only to the Purchasers Penalty Warrants in accordance with the provisions extent of paragraph 13C hereofsuch failure.
Appears in 1 contract
Default; Acceleration. If The occurrence of any of the following events shall occur be an "EVENT OF DEFAULT" under this Note and be continuing for any reason whatsoever (and whether such occurrence shall be voluntary or involuntary or come about or be effected by operation of law or otherwise):the Pledge Agreement:
(ia) the Company defaults in the payment of any principal or premium on any Note at its maturity or when otherwise due or in the payment of any purchase or redemption obligation or in the payment of interest on any Note when the same If Maker shall become due, either by the terms thereof or otherwise as herein provided and, in the case of interest, such default shall continue for five days after the same shall have become due; or
(ii) the Company or any of its Subsidiaries fails fail to perform or observe any of its obligations under paragraph ___ hereof; or
(iii) the Company or any of its Subsidiaries defaults in any make a payment of principal of or interest on any Debt (excluding trade payables) in excess of $500,000 for more than 60 days beyond any period of grace provided with respect thereto and the effect of such failure is to cause such Debt to become due prior to any stated maturity; or
(iv) any representation or warranty made in writing by or on behalf of the Company in under this Agreement or in any writing furnished in connection with or pursuant to this Agreement or in connection with the transactions contemplated by this Agreement shall be false in any material respect on the date as of which made; or
(v) the Company fails to perform or observe any agreement contained in clause (ix) of paragraph 6A, in paragraphs 6C, 6G, 6H, 6J, 6K or 6L, which failure continues for 30 days following notice of the failure from the Purchasers to the Company; or
(vi) the Company fails to perform or observe any material agreement contained in the Registration Rights Agreement, the Warrants, the Advisory Agreement or the Shareholders" Agreement, which failure continues for 30 days following notice of the failure from the Purchasers to the Company; or
(vii) the Company fails to perform or observe any other agreement, term or condition contained in this AgreementNote when due, and such failure shall not have been remedied within 30 continue more than ten (10) days after such failure shall first have become known to any Responsible Officer of the Company or Payee gives Maker written notice thereof shall have been received by the Companythereof; or
(viiib) If Maker shall fail to make any other payment, or fail to perform any other obligation of Maker, under this Note or the Company or any Subsidiary Pledge Agreement, other than obligations within the scope of clause (except for a Subsidiary which is not materiala) makes an assignment for the benefit of creditors or is generally not paying its debts as this Section, and such debts become duefailure shall continue more than ten (10) days after Paye▇ ▇▇▇es Maker written notice thereof; or
(ixc) If Maker's employment with Payee shall terminate (voluntarily or involuntarily) for any order or decree for relief in respect of the Company or any Subsidiary (except for a Subsidiary which is not material) is entered under any bankruptcy, reorganization, compromise, arrangement, insolvency, readjustment of debt, dissolution or liquidation or similar law, whether now or hereafter in effect (herein called the "BANKRUPTCY LAW"), of any jurisdictionreason; or
(xd) the Company If there shall be filed by or against Maker any of its Subsidiaries (except for a Subsidiary which is not material) petitions or applies to any tribunal for, or consents to, the appointment of, or taking possession by, a trustee, receiver, custodian, liquidator or similar official of the Company or any of such Subsidiaries, or of any Substantial Part of the assets of the Company or any of such Subsidiaries, or commences a voluntary case petition under the Bankruptcy Law of the United States Bankruptcy Code or any proceedings (other than proceedings for the voluntary liquidation and dissolution of a Subsidiary) relating to the Company similar federal or any of such Subsidiaries under the Bankruptcy Law of any other jurisdictionstate statute; or
(xie) Commencement of any petition proceeding under any federal or application described in clause (x) above is filedstate statute or rule providing for the relief of debtors, composition of creditors, arrangement, reorganization, receivership, liquidation or any such proceedings are commenced, similar event by or against the Company or any of its Subsidiaries (except for a Subsidiary which is not material) and the Company or such Subsidiary by any act indicates its approval thereof, consent thereto or acquiescence therein, or an order, judgment or decree is entered appointing any such trustee, receiver, custodian, liquidator or similar official, or approving the petition in any such proceedings, and such order, judgment or decree remains unstayed and in effect for more than 60 daysMaker; or
(xiif) any order, judgment or decree is entered in any proceedings against the Company or any of its Subsidiaries (except for a Subsidiary which is not material) decreeing the dissolution of the Company or such Subsidiary and such order, judgment or decree remains unstayed and in effect for more than 60 days; or
(xiii) any order, judgment or decree is entered in any proceedings against the Company or any of its Subsidiaries (except for a Subsidiary which is not material) decreeing a split-up of the Company or such Subsidiary which requires the divestiture of a Substantial Part, or the divestiture of the stock of such Subsidiary of the Company the assets of which constitute a Substantial Part, of the assets of the Company and its Subsidiaries and such order, judgment or decree remains unstayed and in effect for more than 60 days; or
(xiv) a final judgment (not fully covered by insurance and reasonable deductibles thereunder) in an amount in excess of $500,000 is rendered against the Company or any of its Subsidiaries and, within 10 Business Days after entry thereof, such judgment is not discharged or execution thereof stayed pending appeal, or within 10 days after the expiration The breach of any such stay, such judgment is not discharged;
(a) if such event is representation or warranty contained in the Pledge Agreement. Upon the occurrence of an Event of Default specified in clause (ix), (x) or (xi) of this paragraph 8A, all of the Notes at the time outstanding shall automatically become due and payable at par, together with interest accrued thereon; (b) if such event is any other Event of Default, the Purchasers mayunpaid principal with interest and all other sums evidenced by this Note shall, at their optionthe option of Payee and in Paye▇'▇ ▇iscretion, by notice in writing to the Company, declare all of the Notes to be, and all of the Notes shall thereupon be and become, become immediately due and payable together with interest accrued thereon, in each payable. Upon the occurrence of the cases referred to in clauses (a) and (b) above, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by the Company; and (c) in addition to the remedies of the Purchasers in clause (b) above, if such event is an Event of Default specified in clause (i) of this paragraph 8A, and, in the case of a default in the payment of any principal or premium on any Note, such default shall continue for more than five days after such payment shall have become dueDefault, the Company Payee shall promptly deliver to also have Payee's rights and remedies available under the Purchasers Penalty Warrants in accordance with the provisions of paragraph 13C hereofPledge Agreement, this Note and any other rights or remedies available at law or equity.
Appears in 1 contract
Sources: Employee Loan Promissory Note (Telecommunication Systems Inc /Fa/)