Defaulting Investors. (a) The Co-Issuers may, at its sole expense and effort, upon notice to such Defaulting Investor and the Series 2021-1 Class A-1 Administrative Agent, (i) require any Defaulting Investor to sell all of its rights, obligations and commitments under this Agreement, the Series 2021-1 Class A-1 Notes and, in connection therewith, any other Transaction Documents to which it is a party, to an assignee; provided that (x) such assignment is made in compliance with Section 9.17 and (y) such Defaulting Investor shall have received from such assignee an amount equal to such Defaulting Investor’s Committed Note Purchaser Percentage of the related Investor Group Principal Amount of such Defaulting Investor and all accrued interest thereon, accrued fees and all other amounts payable to such Defaulting Investor hereunder or (ii) remove any Defaulting Investor as an Investor by paying to such Defaulting Investor an amount equal to such Defaulting Investor’s Committed Note Purchaser Percentage of the related Investor Group Principal Amount of such Defaulting Investor and all accrued interest thereon, accrued fees and all other amounts payable to such Defaulting Investor hereunder.
Defaulting Investors. If one or more Investors defaults in its obligation to pay its Acquisition Amount pursuant to Section 2.1 (each such Investor shall be called a "Defaulting Investor" and the aggregate amount of such defaulted obligations being herein called the "Falcon Transfer Price Deficit"), then upon notice from the Agent, each Investor other than the Defaulting Investors (a "Non-Defaulting Investor") shall promptly pay to the Agent, in immediately available funds, an amount equal to the lesser of (x) such Non-Defaulting Investor's proportionate share (based upon the relative Commitments of the Non-Defaulting Investors) of the Falcon Transfer Price Deficit and (y) the unused portion of such Non-Defaulting Investor's Commitment. A Defaulting Investor shall forthwith upon demand pay to the Agent for the account of the Non-Defaulting Investors all amounts paid by each Non-Defaulting Investor on behalf of such Defaulting Investor, together with interest thereon, for each day from the date a payment was made by a Non-Defaulting Investor until the date such Non-Defaulting Investor has been paid such amounts in full, at a rate per annum equal to the Federal Funds Effective Rate plus 2%. In addition, without prejudice to any other rights that Falcon may have under applicable law, each Defaulting Investor shall pay to Falcon forthwith upon demand, the difference between such Defaulting Investor's unpaid Acquisition Amount and the amount paid with respect thereto by the non-Defaulting Investors, together with interest thereon, for each day from the date of the Agent's request for such Defaulting Investor's Acquisition Amount pursuant to Section 2.1 until the date the requisite amount is paid to Falcon in full, at a rate per annum equal to the Federal Funds Effective Rate plus 2%.
Defaulting Investors. In the event that a Common Unitholder fails to pay all or any portion of the purchase price due from such Common Unitholder on any Catch-Up Date or Drawdown Date and such default remains uncured for a period of ten (10) Business Days after the written notice of such failure is given by the Fund to the Common Unitholder, the Fund shall be permitted to declare such Common Unitholder to be in default of its obligations under this Agreement (any such Common Unitholder, a “Defaulting Investor”) and shall be permitted to pursue one or any combination of the following remedies:
Defaulting Investors. At any time following the date hereof and prior to the Closing Date, if any Investor has materially breached this Agreement, including any representation, warranty or covenant contained herein and, if such provision can be cured, has not been cured within 5 days of notice from the Affinion Parties or an Investor that has not materially breached this Agreement (such defaulting Investor, a “Defaulting Investor”), (i) the non-Defaulting Investors shall have the obligation, based on relative amount of the Defaulting Investor’s Purchase Percentage assumed, to acquire such Defaulting Investors’ Purchase Percentage and (ii) prior to any acquisition of under clause (i), (x) such Defaulting Investors’ Purchase Percentage shall not be included in any calculation for purposes of determining any vote or otherwise under this Agreement other than Section 7.01(b) of this Agreement or the Support Agreement and (y) such Defaulting Investors shall not have any rights under this Agreement. Upon the acquisition of any Defaulting Investors’ Purchase Percentage, the Investors and the Affinion Parties shall prepare an updated Schedule A. Each of the Affinion Parties and the Investors shall cooperate in good faith to negotiate any reallocation of the Purchase Percentages in connection with the acquisition of a Defaulting Investors’ Purchase Percentage in accordance with this Section 8.15. For the avoidance of doubt, if the Defaulting Investor was an Initial Investor, the performing Defaulting Investors that (i) are Initial Investors and (ii) acquire such Defaulting Investors’ Purchase Percentage, shall be entitled to their pro rata amount, based on such Initial Investor’s Purchase Percentage (adjusted for the removal of the Defaulting Investors’ Purchase Percentage), of the Financing Fee of such Defaulting Investor.
Defaulting Investors. If any Committed Investor fails to fund its applicable Draw Down Request Amount on the Closing Date or any Subsequent Funding Date, such Committed Investor shall be a “Defaulting Investor,” and the aggregate of all such Defaulting Investors’ unfunded commitment amount shall be the “Defaulting Amount.” In such event, the Company shall immediately notify the Investor of the Defaulting Amount on or prior to the Closing Date or Subsequent Funding Date. If the Investor is not a Defaulting Investor, it shall, within two Business Days from the Closing Date or Subsequent Funding Date, as applicable, notify the Company whether it elects to fund the Defaulting Amount. Within two Business Days thereafter, the Company shall notify the Investor of its Proportionate Percentage of the Defaulting Amount, and the Investor and the Company shall then agree on a new closing date within five days from the receipt of such notice to fund its amount. An Investor may elect to fund all or any portion of the Defaulting Amount in its sole discretion. Notwithstanding any Investor’s classification as a “Defaulting Investor” pursuant to this Section 2.4, such Investor reserves all rights with respect to any defenses or claims it may have against the Company with respect to this Agreement or the Registration Rights Agreement.
Defaulting Investors. To the Company’s knowledge, below is a list of Defaulting Investors and their unfunded Capital Commitments:
Defaulting Investors. At any time, one or more Investors holding more than 15% of the Capital Commitments in the aggregate have failed in any material respect to comply with any of their respective obligations under the Subscription Agreements; provided, however, that (x) no Event of Default pursuant to this Section 7.1(i) shall result from the payment of a Capital Contribution by an Investor pursuant to a Capital Call Notice no later than ten (10) days after the due date therefor under the provisions of the Subscription Agreement so long as the aggregate amount of Capital Contributions that are not paid when due pursuant to the Subscription Agreement in connection with such Capital Call Notice does not exceed 15% of the aggregate amount of Capital Contributions called by Borrower pursuant to such Capital Call Notice, and (y) no Event of Default pursuant to this Section 7.1(i) shall result from such Investor funding a Capital Contribution with a Specified Capital Contribution within the time period set forth in the definition thereof; provided further, that for the avoidance of doubt, (1) an Investor’s failure to fund their Capital Commitment when due shall be deemed to be material (subject to the terms of the foregoing clause (x)) and (2) an Investor’s failure in any respect to comply with any of their respective obligations under the applicable Subscription Agreement in a manner that is material and adverse to the interests of Agent and the Lenders shall be deemed to be material; or
Defaulting Investors. (a) The Master Issuer may, at its sole expense and effort, upon notice to such Defaulting Investor and the Administrative Agent, require any Defaulting Investor to sell all of its rights, obligations and commitments under this Agreement, the Series 2022-1 Class A-1 Notes and, in connection therewith, any other Related Documents to which it is a party, to an assignee; provided that (x) such assignment is made in compliance with Section 9.17 and (y) such Defaulting Investor shall have received from such assignee an amount equal to such Defaulting Investor’s Committed Note Purchaser Percentage of the related Investor Group Principal Amount of such Defaulting Investor and all accrued interest thereon, accrued fees and all other amounts payable to such Defaulting Investor hereunder.
Defaulting Investors. One or more Investors (other than Eligible Investors and Designated Eligible Investors) that individually or in the aggregate have Capital Commitments aggregating twenty percent (20%) or more of the total Capital Commitments (of all Investors) shall (in one transaction or series of related transactions) become Defaulting Subscribers, or repudiate, or default in, their obligation to pay any portion of such Investor’s Unfunded Capital Commitments (or obligations in respect of such Investor’s Unfunded Capital Commitments) when due in accordance with each Capital Call Notice;
Defaulting Investors. 14.27.1 [***]. 14.27.2 [***]
