Common use of Default and Remedies Clause in Contracts

Default and Remedies. You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 2%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 12 contracts

Samples: Agreement, Dealer Lease Agreement, www.lancaster.ne.gov

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Default and Remedies. You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 26%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 9 contracts

Samples: Lease Agreement, Lease Agreement, Lease Agreement

Default and Remedies. The section is amended to state in its entirety: “You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entityaffiliates; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If To the extent permitted by law and as outlined in the Fiscal Funding Addendum, if you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 26%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee, as awarded by a court of competent jurisdiction. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 8 contracts

Samples: Lease Agreement, Lease Agreement, Lease Agreement Addendum

Default and Remedies. You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 26%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 5 contracts

Samples: Lease Agreement Addendum, Lease Agreement, Lease Agreement

Default and Remedies. The section is amended to state in its entirety: “You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entityaffiliates; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If As restricted by this Agreement, the Fiscal Funding Addendum, and the Lease Agreement Addendum, if you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments shall have all legal remedies available to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 2%. We may recover default interest on any unpaid amount at the rate of 12% per yearus under applicable law. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee, as awarded by a court of competent jurisdiction. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 4 contracts

Samples: Lease Agreement, Lease Agreement, Lease Agreement

Default and Remedies. You will be in default if: (ia) you do not pay any Payment or other sum due to us or any other person when due or if you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; affiliates, (iib) you make or have made any false statement or misrepresentation to us; , (iiic) you or any guarantor dies, dissolvesdissolves or terminates existence, liquidates, terminates existence or is in bankruptcy; (ivd) you or any guarantor suffers there has been a material adverse change in its your or any guarantor’s financial, business or operating condition; , or (ve) any guarantor defaults under any guaranty for this Agreement. If any amount payable to us is not paid when due, you will pay a late charge equal to: 1) the greater of ten (10) cents for each dollar overdue or twenty-six ($26.00) dollars; or 2) the highest lawful charge, if less. If you are ever in default, at our option, we can cancel terminate this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of the term plus the anticipated booked residual value of the Equipment, Equipment (both discounted to present value at 24%). We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any or all of the remedies available to us under Articles 2A and 9 of the UCC and any other law law, including requiring that you: (1) return the Equipment to us to a location we specify; and we may require that you (2) immediately stop using any Financed Items. In addition, we will have the right, immediately and without notice or other action, to set-off against any of your liabilities to us any money, including depository account balances, owed by us to you, whether or not due. In the event of any dispute or enforcement of rights under this Agreement or any related agreement, you agree to pay our reasonable attorney's fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. If we have to take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiencyAgreement. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. YOU AGREE THAT WE SHALL WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 2A-507 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess not be subject to you, which will be your sole remedyany penalties.

Appears in 3 contracts

Samples: Master Agreement, Master Agreement, Master Agreement

Default and Remedies. You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 2%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 2 contracts

Samples: Contractor Services Agreement, Agreement

Default and Remedies. You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 2%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree youagree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 2 contracts

Samples: Map Agreement, Map Agreement

Default and Remedies. The section is amended to state in its entirety: "You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entityaffiliates; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If To the extent permitted by law and as outlined in the Fiscal Funding Addendum, if you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 26%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee, as awarded by a court of competent jurisdiction. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the ofthe UCC. If interest Ifinterest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy."

Appears in 2 contracts

Samples: Lease Agreement, Lease Agreement

Default and Remedies. You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform perfonn in accordance aocordance with the covenants, terms tenns and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; : (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 26%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY Af\lY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.. CMF# 20230423

Appears in 1 contract

Samples: Lease Agreement

Default and Remedies. You will be are in default if: (iif you a) you do not fail to pay any Payment or other sum due to us or you Rental when due; b) fail to perform in accordance comply with the covenants, terms and conditions any requirement of this Agreement or and/or any other obligation to us and/or any license agreement, system support agreement, mandatory maintenance agreement with or installation agreement, pertaining to the Equipment; c) any representation made to us by or any on behalf of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or and/or any guarantor diesof your obligations hereunder is found to have been false when made. Upon such default, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in defaultwe may, at our option, we can cancel do one or more of the following: a) require you to immediately pay the remaining amounts due under this Agreement and require that you pay including but not limited to the unpaid balance of unpaid Rentals discounted to its present value at a rate of 5% per year; b) terminate this Agreement, including Agreement and/or any future Payments other agreements we have entered into with you; c) require you to immediately pay us the end of term plus the anticipated residual value of the Equipment or promptly return the Equipment to us in good condition; d) peacefully enter onto your premises and take possession of the Equipment without liability to you for trespass or damages; e) deactivate the Equipment, both discounted to present value at 2%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently ; and cumulatively, we may also f) use any other remedies available to us under at law or in equity. You agree that any delay or failure by us to enforce this Agreement does not prevent us from enforcing our rights at a later time. You agree to pay all of our costs to enforce this Agreement including reasonable attorney's fees and the UCC costs of repossessing, refurbishing, storing and any other law and we may require that you immediately stop using any Financed Itemsselling the Equipment. If we take possession of the Equipment, you agree we may sell or otherwise dispose of it at a public or private sale, and apply the proceeds (after deducting our disposition costs) to pay the costs of repossession, moving, storage, repair and saleamounts that are due to us. The net proceeds of the sale Our acceptance of any Equipment will be credited against what you owe us under this Agreement amount due hereunder which is less than payment in full of all amounts due and you will be responsible for any deficiency. In the event of any dispute or enforcement owing at that time shall not constitute a waiver of our rights under this Agreement or any related agreement, you agree right to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or receive payment in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedyfull.

Appears in 1 contract

Samples: Commercial Lease Agreement (Meadow Valley Corp)

Default and Remedies. You will be in default if: (ia) you do not pay any Payment or other sum due to us or any other person when due or if you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; , including but not limited to the License Agreement, (iib) you make or have made any false statement or misrepresentation to us; , (iiic) you or any guarantor dies, dissolvesdissolves or terminates existence, liquidates, terminates existence or is in bankruptcy; (ivd) you or any guarantor suffers there has been a material adverse change in its your or any guarantor’s financial, business or operating condition; or , (ve) any guarantor defaults under any guaranty for this Agreement, or (f) the License Agreement is terminated. If any part of a Payment is more than 5 days late, you agree to pay a late charge of 10% of the Payment which is late or if less, the maximum charge allowed by law. If you are ever in default, at our option, we can cancel terminate this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of the term plus the anticipated residual value of the Equipment, both discounted to present value at 2%, and in addition we shall have the right to cause the termination of all Financed Items. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any or all of the remedies available to us under Article 9 of the UCC and any other law law, including requiring that you: (1) deliver the Licensed Software to us to a location we specify; and we may require that you (2) immediately stop using any Financed ItemsLicensed Software, regardless of whether you are in default of your obligations under the License Agreement. If we take possession In such event you shall, at our option, deliver to us certification executed by your duly-authorized officer certifying that you have ceased your use of the EquipmentLicensed Software. In the event you are entitled to transfer the right to use the Licensed Software to any third party, you hereby agree to pay transfer any such right to use the costs Licensed Software to any third party selected by us and acknowledge that you shall have no right to fees payab le by any third party in connection with such transfer. In addition, we will have the right, immediately and without notice or other action, to set-off against any of repossessionyour liabilities to us any money, movingincluding depository account balances, storageowed by us to you, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiencywhether or not due. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' attorney's fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. If we have to take possession of the Licensed Software, you agree to pay the costs of repossession. YOU AGREE THAT WE SHALL WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. Agreemen t. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 1 contract

Samples: Installment Payment Agreement

Default and Remedies. You will be in default if: (ia) you do not pay any Payment or other sum due to us or when due or if you fail to perform in accordance acc ordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; affiliates, (iib) you make or have made any false statement or misrepresentation to us; , (iiic) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers there has been a material adverse change in its your or any guarantor’s financial, business or operating condition; , or (vd) any guarantor defaults under any guaranty for this Agreement. If any part of a Payment is more than 5 days late, you agree to pay a late charge of 10% of the Payment which is late, or if less, the maximum charge allowed by law. If you are ever in default, at our option, we can cancel terminate this Agreement and require that you pay the unpaid balance of this AgreementAgreement , including any future Payments to the end of the term plus the anticipated residual value of the Equipment, Equipment (both discounted to present value at 2%). We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any or all of the remedies available to us under Articles 2A and 9 of the UCC and any other law law, including requiring that you: (1) return the Equipment to us to a location we specify; and we may require that you (2) immediately stop using any Financed Items. In addition, we will have the right, immediately and without notice or other action, to set-off against any of your liabilities to us any money, including depository account balances, owed by us to you, whether or not due. In the event of any dispute or enforcement of rights under this Agreement or any related agreement, you agree to pay our reasonable attorney's fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, includ ing any collection agency fee. If we have to take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiencythi s Agreement. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. YOU AGREE THAT WE SHALL WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess not be subject to you, which will be your sole remedyany penalties.

Appears in 1 contract

Samples: Agreement

Default and Remedies. You will be in default ifThe term "Event of Default" shall mean any one or more of the following: (i1) you do not pay your payment or any Payment other amount payable to us by its due date; or (2) you voluntarily or involuntarily commence any action for relief seeking bankruptcy, insolvency, reorganization or relief from debtors; or (3) you seek appointment of receiver, custodian or similar official for your assets or make a general assignment for the benefit of your creditors; or (4) you discontinue normal business operations for a period greater than 10 days; or (5) you breach any other sum due terms or conditions of this Agreement; or (6) any of the Equipment is lost or destroyed; or (7) any guarantor of your obligations under this Agreement dies or defaults in any obligation or liability to us or any guaranty obtained in connected with this transaction is terminated or breached. Upon the occurrence of an Event of Default, you fail will be deemed to perform be in accordance with the covenants, terms and conditions of this Agreement or default under any other agreement you may have entered into with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreementaffiliates. If you are ever in default, at our option, we can cancel may require you to do any one or more of the following: (1) immediately pay all amounts then due under this Agreement and require that you pay together with the present value of the remaining unpaid payments due over the balance of the term of this Agreement, including any future Payments to the end discounted at an annual rate of term plus the anticipated residual value 2%, as determined by us in our sole discretion; (2) promptly return all of the Equipment, both discounted ; and/or (3) allow us to present value at 2%peaceably repossess the Equipment. We may recover In the event that you do not meet these requirements should a default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulativelyoccur, we may also are permitted to use any and all remedies available to us under the UCC and Uniform Commercial Code or any other law and we may require that you immediately stop using any Financed Itemsapplicable law. If we it is necessary for us to take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement remarketing and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay us our reasonable attorneys' fees (including and costs associated with any incurred before legal action we undertake in the event of your default. We may sell or lease any repossessed Equipment at trial, on appeal a time and location of our choosing provided that we act in good faith and in a commercially reasonable manner. We will give you reasonable notice of the time and place of any public sale of the Equipment or in of the time after which any private sale or any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A intended disposition of the UCC and Equipment is to be made. Unless otherwise provided by law, the requirement of reasonable notice shall be met if such notice is mailed, postage prepaid, to your rights and remedies are governed exclusively by address shown herein at least 10 days prior to the time of the sale or disposition. Additionally, if you default, we may retain any security deposits to insure your performance under this Agreement. You waive all rights under sections 2A-508 through 522 At the termination of the UCC. If interest is charged or collected this Agreement, if you are not in excess of the maximum lawful ratedefault, we will refund such excess to you, which any remaining security deposit will be your sole remedyrefunded to you without interest.

Appears in 1 contract

Samples: Finance Agreement (Epazz Inc)

Default and Remedies. You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 2%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights r ights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this AgreementAgreem ent. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 1 contract

Samples: Lease Agreement

Default and Remedies. You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform perfonn in accordance aocordance with the covenants, terms tenns and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform perfonn or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates tenninates existence or is in bankruptcy; : (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 26%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY Af\lY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.. CMF# 20230422

Appears in 1 contract

Samples: Lease Agreement

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Default and Remedies. You will be in default if: (i) If you do not pay any Payment payment or other sum due to us US or other party when due or if you fail to perform break any of your promises in accordance with the covenants, terms and conditions of this Agreement or any other agreement Agreement with us US, you will be in default. If any part of a payment is late, you agree to pay a late charge of 15% of the payment which is late or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor diesif less, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreementthe maximum charge allowed by law. If you are ever in default, WE may retain your security deposit and at our OUR option, we WE can terminate or cancel this Agreement and require that you pay (1) the unpaid balance of this AgreementAgreement (discounted at 4%); (2) the amount of any purchase option and if none is specified, including any future Payments to 20% of the end of term plus the original equipment cost which represents OUR anticipated residual value of in the Equipment, both discounted equipment; (3) and return the equipment to present value at 2%US to a location designated by US. We WE may recover default interest on any unpaid amount balance at the rate of 128% per yearannum. Concurrently and cumulatively, we WE may also use any of the remedies available avail-able to us US under Article 2A of the UCC and Uniform Commercial Code as enacted in the State of CALIFORNIA or any other law and we may require that you immediately stop using any Financed Itemslaw. If we WE refer this Agreement to an attorney for collection, you agree to pay OUR reasonable attorney's fees and actual court costs. If WE have to take possession of the Equipmentequipment, you agree to pay the costs cost of repossession, moving, storage, repair and sale. The net proceeds of the sale of any repossessed Equipment will be credited against what you owe us US under this Agreement and you will be responsible for any deficiencyAgreement. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. YOU AGREE THAT WE SHALL WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT CONSEQUENTIAL OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION DEFAULT BY ANYONEUS UNDER THIS AGREEMENT. Any You agree that any delay or failure to enforce our OUR rights under this Agreement will does not prevent us US from enforcing any rights at a later time. You agree It is further agreed that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You , and you waive all Client's rights under sections 2A-508 through 522 Article 2A (508-522) of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 1 contract

Samples: Monthly Billing Agreement

Default and Remedies. You will be in default if: (i) If you do not pay any Payment payment or other sum due to us US or other party when due or if you fail to perform break any of your promises in accordance with the covenants, terms and conditions of this Agreement or any other agreement Agreement with us US, you will be in default. If any part of a payment is late, you agree to pay a late charge of 15% of the payment which is late or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor diesif less, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreementthe maximum charge allowed by law. If you are ever in default, WE may retain your security deposit and at our OUR option, we WE can terminate or cancel this Agreement and require that you pay (1) the unpaid balance of this AgreementAgreement (discounted at 4%); (2) the amount of any purchase option and if none is specified, including any future Payments to 20% of the end of term plus the original equipment cost which represents OUR anticipated residual value of in the Equipment, both discounted equipment; (3) and return the equipment to present value at 2%US to a location designated by US. We WE may recover default interest on any unpaid amount balance at the rate of 128% per yearannum. Concurrently and cumulatively, we WE may also use any of the remedies available avail-able to us US under Article 2A of the UCC and Uniform Commercial Code as enacted in the State of CALIFORNIA or any other law and we may require that you immediately stop using any Financed Itemslaw. If we WE refer this Agreement to an attorney for collection, you agree to pay OUR reasonable attorney’s fees and actual court costs. If WE have to take possession of the Equipmentequipment, you agree to pay the costs cost of repossession, moving, storage, repair and sale. The net proceeds of the sale of any repossessed Equipment will be credited against what you owe us US under this Agreement and you will be responsible for any deficiencyAgreement. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. YOU AGREE THAT WE SHALL WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT CONSEQUENTIAL OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION DEFAULT BY ANYONEUS UNDER THIS AGREEMENT. Any You agree that any delay or failure to enforce our OUR rights under this Agreement will does not prevent us US from enforcing any rights at a later time. You agree It is further agreed that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You , and you waive all Client’s rights under sections 2A-508 through 522 Article 2A (508-522) of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 1 contract

Samples: Monthly Billing Agreement

Default and Remedies. You will be in default if: (i) If you do not pay any Payment lease payment or other sum due to us or other party when due or if you fail to perform break any of your promises in accordance with the covenants, terms and conditions of this Agreement or any other agreement Agreement with us us, you will be in default. If any part of a payment is late, you agree to pay a late charge of 15% of the payment which is late or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor diesif less, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreementthe maximum charge allowed by law,. If you are ever over in default, we may retain your security deposit and at our option, we can terminate or cancel this Agreement and require that you your pay (1) the unpaid balance of this AgreementAgreement (discounted at 6%); (2) the amount of any purchase option and if none is specified, including any future Payments to 20% of the end of term plus the original equipment cost which represents our anticipated residual value of in the Equipment, both discounted equipment; (3) and return the equipment to present value at 2%us to a location designated by us. We may recover default interest on any unpaid amount balance at the rate of 128% per yearannum. Concurrently and cumulatively, we We may also use any of the remedies available to us under Article 2A of the UCC and Uniform Commercial Code as enacted in the Suite of Minnesota or any other law and we may require that you immediately stop using any Financed Itemslaw. If we refer this Agreement to an attorney for collection, you agree to pay our reasonable attorney’s fees and actual court costs. If we have to take possession of the Equipmentequipment, you agree to pay the costs cost of repossession, moving, storage, repair and sale. The net proceeds of the sale of any repossessed Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiencyAgreement. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. YOU AGREE THAT WE SHALL WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT CONSEQUENTIAL OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION DEFAULT BY ANYONEUS UNDER THIS AGREEMENT. Any You agree that any delay or failure to enforce our rights under this Agreement will does not prevent us from enforcing any rights at a later time. You agree It is further agreed that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You Agreement and you waive all lessee’s rights under sections 2A-508 through 522 Article 2A (508-522) of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 1 contract

Samples: Equipment Lease Agreement Agreement (IsoRay, Inc.)

Default and Remedies. You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments Paym ents to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 2%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including includ ing any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is Agreement, in the hands of our assignee, is, or shall be treated as, a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 2A-507 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 1 contract

Samples: Agreement

Default and Remedies. You will be in default if: (i) If you do not pay any Payment Rent or other sum due to us or any other party when the same is due, or if you fail to perform break any of your promises in accordance with the covenants, terms and conditions of this Rental Agreement or any other agreement with us us, you will be in default. If any part of a payment is late, you agree to pay a late charge equal to 15% of the late payment, or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor diesthe maximum amount allowed by law, dissolves, liquidates, terminates existence or whichever is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreementless. If you are ever in default, we may retain your security deposit and, at our option, we can terminate or cancel this Rental Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments Rental Agreement ([C.I.]). In addition to the end foregoing we may require you to pay the amount of term plus any purchase option or, if no purchase option is specified, our estimate of the Fair Market Value of the Equipment which will be at least [C.I.] of tour original cost of the Equipment which represents our anticipated residual value of the Equipment, both discounted or to present value at 2%return the Equipment to us to a location designated by us. We may recover default interest on of any unpaid amount balance at the rate of 1218% per yearyear or the maximum rate allowed by law. Concurrently and cumulatively, we We may also use any of the remedies available to us under Article 2A of the UCC and Uniform Commercial Code as enacted in the State of New Jersey, or any other law and we may require that you immediately stop using any Financed Itemslaw. If we refer this Rental Agreement to an attorney for collection, you agree to pay our reasonable attorney's fees and actual costs, including court costs, of collection. If we have to take possession of the Equipment, you agree to pay the costs cost of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. YOU AGREE THAT WE SHALL WILL NOT BE RESPONSIBLE TO PAY YOU FOR ANY CONSEQUENTIAL, INDIRECT CONSEQUENTIAL OR INCIDENTAL DAMAGES FOR DUE TO ANY DEFAULT, ACT OR OMISSION DEFAULT BY ANYONEUS UNDER THIS RENTAL AGREEMENT. Any You agree that any delay or failure to enforce our rights under this Rental Agreement will does not prevent us from enforcing any rights at a later time. You agree It is further agreed that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You Rental Agreement and you waive any and all other rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedyand remedies.

Appears in 1 contract

Samples: Program Agreement (Dusa Pharmaceuticals Inc)

Default and Remedies. You will be in default if: (i) If you do not pay any Payment payment or other sum due to other party or us when due or if you fail to perform break any of your promises in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us us, you will be in default. If any part of a payment is late, you agree to pay a late charge of 15% of the payment which is late or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor diesif less, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreementthe maximum charge allowed by law. If you are ever in default, we may retain your security deposit and at our option, we can terminate or cancel this Agreement and require that you (1) pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipmentaccrued but unpaid payments, both discounted to present value at six percent per annum and (2%) unless you have paid the amount in (1), return the Equipment to us to a location designated by us. We may sell, lease or otherwise dispose of all or any part of the Equipment at public or private sale, with or without notice and may bid and purchase the Equipment or any of it at such sale. The proceeds of sale, lease or other disposition shall first be applied to all costs and expenses incurred in taking, removing, holding, repairing and selling or otherwise disposing of the Equipment, attorneys fees and court costs, and our other obligations hereunder (excluding repayments); then to pay all sums remaining unpaid hereunder, with any remaining surplus belonging to you. You will be obligated to pay any deficiency remaining after such application of proceeds. We may recover default interest on any unpaid amount balance at the rate of 128% per yearannum. Concurrently and cumulatively, we We may also use any of the remedies available to us under Article 9 of the UCC and Uniform Commercial Code as enacted in the State of Minnesota or any other law and we may require that you immediately stop using any Financed Itemslaw. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under refer this Agreement and you will be responsible to an attorney for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreementcollection, you agree to pay our reasonable attorneys' attorney's fees (including any incurred before or at trial, on appeal or in any other proceeding), and actual court costs and any other collection costs. If we have to take possession of the equipment, including any collection agency feeyou agree to pay the cost of repossession. YOU AGREE THAT WE SHALL WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT CONSEQUENTIAL OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION DEFAULT BY ANYONEUS UNDER THIS AGREEMENT. Any You agree that any delay or failure to enforce our rights under this Agreement will does not prevent us from enforcing any rights at a later time, and the exercise of any remedy shall not prevent the exercise of any other remedy. You agree It is further agreed that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 1 contract

Samples: Equipment Finance Agreement

Default and Remedies. You will be in default if: (ia) you do not pay any the Payment or other sum due to us or any other person when due or if you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; lender, (iib) you make or have made any false statement or misrepresentation to us; , (iiic) you or any guarantor dies, dissolvesdissolves or terminates existence, liquidates, terminates existence or is in bankruptcy; (ivd) you or any guarantor suffers there has been a material adverse change in its your or any guarantor’s financial, business or operating condition; , or (ve) any guarantor defaults under any guaranty for this Agreement. If any part of a Payment is more than 5 days late, you agree to pay a late charge equal to: 1) the greater of 5% of the Payment which is late or $20.00 or 2) if less, the maximum charge allowed by law. If you are ever in default, at our option, we can cancel this Agreement and may require that you pay 1) all past due amounts, and 2) all remaining Payments for the unpaid balance of this Agreementunexpired term, including any future Payments to the end of term plus the anticipated our booked residual value of the Equipment, (both discounted to present value at 2%). We may recover default interest on any unpaid amount amount, from the due date, at the rate of 1218% per year. Concurrently and cumulatively, we may also use any or all of the remedies available to us under Articles 2A and 9 of the UCC and any other law law, including requiring that you: (1) at your expense, return the Equipment to us to a location we specify; and we may require that you (2) immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreementAgreement, you agree to pay our reasonable attorneys' fees (including any those incurred before or at trial, on appeal or in any other proceeding), actual court costs and costs, any other collection costs and repossession costs. The net proceeds of the sale of any Equipment, including any collection agency feeif any, will be credited against the amounts you owe us under this Agreement. WE SHALL WILL NOT BE RESPONSIBLE TO PAY YOU LIABLE FOR ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONEDAMAGES. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is Agreement, in the hands of our assignee, is, or shall be treated as, a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 2A-507 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess not be subject to you, which will be your sole remedyany penalties.

Appears in 1 contract

Samples: Lease Agreement

Default and Remedies. You will be in default if: (If you; i) you do not pay fail to make any Payment payments of Rent or any other sum amounts when due under this Lease, or ii) fail to perform any of your obligations to us or breach any of your warranties to us under this Lease, or iii) have a default declared against you fail to perform in accordance with the covenants, terms and conditions of this Agreement or on any other agreement obligation you have with us or any of our affiliates another party, or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) commit or allow anything that may jeopardize our rights in the Equipment or causes us to deem ourselves insecure as to our rights under this Lease, you or any guarantor suffers a material adverse change are in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreementdefault. If you are ever in default, we may accelerate the remaining Rents due under this Lease, and you agree to pay as damages an amount equal to 115% of the sum of the present value of the remaining Rent payments and our estimated value of our residual interest in the Equipment at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the EquipmentBasic Term, both discounted to present value at 2%. We may recover default interest on any unpaid amount at the rate of 126% per year. Concurrently and cumulativelyIn addition, we may demand the immediate return of the Equipment to us. If you return the Equipment to us and we are able to sell or re-lease the Equipment, we will credit the damages you owe us by the net sale price we receive for the Equipment or the monthly payments we receive from any re-lease of the Equipment during the remaining term of this Lease, however, such credit will never exceed the damages received by us from you. We may also use any other remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiencyapplicable law. In the event of any dispute or enforcement of our rights under this Agreement or any related agreementdefault, you agree to pay our reasonable attorneys' fees (’ fees, plus all of our costs resulting from the default, including any incurred before or at trialcosts of repossessing and refurbishing the Equipment. If we repossess the Equipment, we do not waive our right to collect the balance due on appeal or in any other proceeding)this Lease, actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or of failure on our part to enforce any of our rights under this Agreement Lease will not prevent us from enforcing any rights doing so at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A We may exercise any of the UCC and our remedies described above simultaneously or consecutively. We will always use good faith attempts to mitigate your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedydamages.

Appears in 1 contract

Samples: Asset Purchase Agreement (Transgenomic Inc)

Default and Remedies. You will be in default if: (i) you do not pay any Payment or other sum due to us or you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; (ii) you make or have made any false statement or misrepresentation to us; (iii) you or any guarantor dies, dissolves, liquidates, terminates existence or is in bankruptcy; (iv) you or any guarantor suffers a material adverse change in its financial, business or operating condition; or (v) any guarantor defaults under any guaranty for this Agreement. If you are ever in default, at our option, we can cancel this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of term plus the anticipated residual value of the Equipment, both discounted to present value at 2%. We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any remedies available to us under the UCC and any other law and we may require that you immediately stop using any Financed Items. If we take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiency. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. WE SHALL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 1 contract

Samples: Agreement

Default and Remedies. You will be in default if: (ia) you do not pay any Payment or other sum due to us or any other person when due or if you fail to perform in accordance with the covenants, terms and conditions of this Agreement or any other agreement with us or any of our affiliates or fail to perform or pay under any material agreement with any other entity; lender, (iib) you make or have made any false statement or misrepresentation to us; , (iiic) you or any guarantor dies, dissolvesdissolves or terminates existence, liquidates, terminates existence or is in bankruptcy; (ivd) you or any guarantor suffers there has been a material adverse change in its your or any guarantor’s financial, business or operating condition; , or (ve) any guarantor defaults under any guaranty for this Agreement. If any part of a Payment is more than 5 days late, you agree to pay a late charge of 10% of the Payment which is late or if less, the maximum charge allowed by law. If you are ever in default, at our option, we can cancel terminate this Agreement and require that you pay the unpaid balance of this Agreement, including any future Payments to the end of the term plus the anticipated residual value purchase price of the Equipment, Equipment (both discounted to present value at 2%). We may recover default interest on any unpaid amount at the rate of 12% per year. Concurrently and cumulatively, we may also use any or all of the remedies available to us under Articles 2A and 9 of the UCC and any other law law, including requiring that you: (1) return the Equipment to us to a location we specify; and we may require that you (2) immediately stop using any Financed Items. In addition, we will have the right, immediately and without notice or other action, to set-off against any of your liabilities to us any money, including depository account balances, owed by us to you, whether or not due. In the event of any dispute or enforcement of rights under this Agreement or any related agreement, you agree to pay our reasonable attorney's fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. If we have to take possession of the Equipment, you agree to pay the costs of repossession, moving, storage, repair and sale. The net proceeds of the sale of any Equipment will be credited against what you owe us under this Agreement and you will be responsible for any deficiencyAgreement. In the event of any dispute or enforcement of our rights under this Agreement or any related agreement, you agree to pay our reasonable attorneys' fees (including any incurred before or at trial, on appeal or in any other proceeding), actual court costs and any other collection costs, including any collection agency fee. YOU AGREE THAT WE SHALL WILL NOT BE RESPONSIBLE TO PAY YOU ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES FOR ANY DEFAULT, ACT OR OMISSION BY ANYONE. Any delay or failure to enforce our rights under this Agreement will not prevent us from enforcing any rights at a later time. You agree that this Agreement is a "Finance Lease" as defined by Article 2A of the UCC and your rights and remedies are governed exclusively by this Agreement. You waive all rights under sections 2A-508 through 522 of the UCC. If interest is charged or collected in excess of the maximum lawful rate, we will refund such excess to you, which will be your sole remedy.

Appears in 1 contract

Samples: Lease Agreement

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