Common use of Defaults by the Bank Clause in Contracts

Defaults by the Bank. The occurrence of any one or more of the following events (regardless of the reason therefor) shall constitute an event of default by the Bank hereunder: (a) The Bank fails to settle Charge Transaction Data and make payment in full therefor within two (2) Business Days of the time that such settlement payment is due pursuant to Section 8.4. (b) The Bank shall no longer be solvent or shall fail generally to pay its debts as they become due. (c) Any regulatory authority having jurisdiction over the Bank shall order the appointment of a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Bank or of any substantial part of its properties, or order the winding-up or liquidation of the affairs of the Bank. (d) Either (i) the Bank shall (A) consent to the institution of proceedings specified in paragraph (c) above or to the appointment of or taking possession by a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of such entity or of any substantial part of its properties, or (B) take corporate or similar action in furtherance of any such action; or (ii) a decree or order by a court having jurisdiction (1) for relief in respect of the Bank pursuant to the Bankruptcy Code or any other applicable bankruptcy or other similar law, (2) for appointment of a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Bank or of any substantial part of its properties, or (3) ordering the winding-up or liquidation of the affairs of the Bank shall, in any such case, be entered, and shall not be vacated, discharged, stayed or bonded within sixty (60) days from the date of entry thereof. (e) The Bank shall fail to meet one or more SLAs expressly giving rise to the right to terminate hereunder pursuant to Schedule 7.3. (f) [****].

Defaults by the Bank. The occurrence of any one or more of the following events (regardless of the reason therefor) shall constitute an event of default by the Bank hereunder: (a) The Bank fails to settle Charge Transaction Data and make payment in full therefor within two (2) Business Days of the time that such settlement payment is due pursuant to Section 8.4. (b) The Bank shall no longer be solvent or shall fail generally to pay its debts as they become duedue or there shall be a substantial cessation of the Bank’s regular course of business. (c) Any regulatory authority having jurisdiction over the Bank shall order the appointment of a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Bank or of any substantial part of its properties, or order the winding-up or liquidation of the affairs of the Bank. (d) Either (i) the Bank shall (A) consent to the institution of proceedings specified in paragraph (c) above or to the appointment of or taking possession by a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of such entity or of any substantial part of its properties, or (B) take corporate or similar action in furtherance of any such action; or (ii) either (A) a petition under the Bankruptcy Code or similar law shall be filed against the Bank and not be dismissed within sixty (60) days, or (B) a decree or order by a court having jurisdiction (1) for relief in respect of the Bank pursuant to the Bankruptcy Code or any other applicable bankruptcy or other similar law, (2) for appointment of a custodian, Active.15844721.1 receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Bank or of any substantial part of its properties, or (3) ordering the winding-up or liquidation of the affairs of the Bank shall, in any such case, be entered, and shall not be vacated, discharged, stayed or bonded within sixty (60) days from the date of entry thereof. (e) The Bank shall fail to meet one or more SLAs Any event expressly giving rise to the right of the Company to terminate hereunder pursuant to Schedule 7.3. 7.2. (f) [****]The Bank (i) fails to be adequately capitalized pursuant to capital requirements established from time to time by the OCC (or any other regulatory authority having jurisdiction over the Bank); and (ii) fails to correct such capital deficiency within thirty (30) days of the required implementation date for the capital requirement. The Bank shall notify the Company in writing promptly (but in any event, within ten (10) Business Days) after the expiry of the Bank’s failure to correct its capital deficiency as provided above.

Defaults by the Bank. The occurrence of any one or more of the following events (regardless of the reason therefor) shall constitute an event of default by the Bank hereunder: (a) The Bank fails to settle Charge Transaction Data and make payment in full therefor within two (2) Business Days of the time that such settlement payment is due pursuant to Section 8.4. (b) The Bank shall no longer be solvent or shall fail generally to pay its debts as they become due. (c) Any regulatory authority having jurisdiction over the Bank shall order the appointment of a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Bank or of any substantial part of its properties, or order the winding-up or liquidation of the affairs of the Bank. (d) Either (i) the Bank shall (A) consent to the institution of proceedings specified in paragraph (c) above or to the appointment of or taking possession by a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of such entity or of any substantial part of its properties, or (B) take corporate or similar action in furtherance of any such action; or (ii) a decree or order by a court having jurisdiction (1) for relief in respect of the Bank pursuant to the Bankruptcy Code or any other applicable bankruptcy or other similar law, (2) for appointment of a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Bank or of any substantial part of its properties, or (3) ordering the winding-up or liquidation of the affairs of the Bank shall, in any such case, be entered, and shall not be vacated, discharged, stayed or bonded within sixty (60) days from the date of entry thereof. (e) The Bank shall fail to meet one or more SLAs expressly giving rise to the right to terminate hereunder pursuant to Schedule 7.3. . (f) [(****].)

Defaults by the Bank. The occurrence of any one or more of the following events (regardless of the reason therefor) shall constitute an event of default by the Bank hereunder: (a) The Bank fails to settle Charge Transaction Data and make payment in full therefor within two (2) Business Days of the time that such settlement payment is due pursuant to Section 8.4. (b) The Bank shall no longer be solvent or shall fail generally to pay its debts as they become due. (c) Any regulatory authority having jurisdiction over the Bank shall order the appointment of a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Bank or of any substantial part of its properties, or order the winding-up or liquidation of the affairs of the Bank. (d) Either (i) the Bank shall (A) consent to the institution of proceedings specified in paragraph (c) above or to the appointment of or taking possession by a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of such entity or of any substantial part of its properties, or (B) take corporate or similar action in furtherance of any such action; or (ii) a decree or order by a court having jurisdiction (1) for relief in respect of the Bank pursuant to the Bankruptcy Code or any other applicable bankruptcy or other similar law, (2) for appointment of a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Bank or of any substantial part of its properties, or (3) ordering the winding-up or liquidation of the affairs of the Bank shall, in any such case, be entered, and shall not be vacated, discharged, stayed or bonded within sixty (60) days from the date of entry thereof. (e) The Bank shall fail to meet one or more SLAs expressly giving rise to the right to terminate hereunder pursuant to Schedule 7.3. . (f) [****].

Defaults by the Bank. The occurrence of any one or more of the following events (regardless of the reason therefor) shall constitute an event Event of default Default by the Bank hereunder: (a) The Bank fails to settle Charge Transaction Data and make payment in full therefor within two twenty-four (224) Business Days hours of the time that such settlement payment is due pursuant to Section 8.48.3. (b) The Bank shall no longer be solvent or shall fail generally to pay its debts as they become due.due or substantial cessation of the Bank's regular course of business. 001549-0001-13793-Active.14250169.10 (c) Any regulatory authority having jurisdiction over the Bank or Bank Parent shall order the appointment of a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Bank or Bank Parent or of any substantial part of its properties, or order the winding-up or liquidation of the affairs of the BankBank or Bank Parent. (d) Either (i) the Bank shall (A) consent to the institution of proceedings specified in paragraph (cd) above or to the appointment of or taking possession by a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of such entity or of any substantial part of its properties, or (B) take corporate or similar action in furtherance of any such action; or (ii) either (A) a petition under the U.S. Bankruptcy Code or similar law shall be filed against Bank Parent and not be dismissed within sixty (60) days, (B) a decree or order by a court having jurisdiction (1) for relief in respect of the Bank or Bank Parent pursuant to the Bankruptcy Code or any other applicable bankruptcy or other similar law, (2) for appointment of a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of the Bank or Bank Parent or of any substantial part of its properties, or (3) ordering the winding-up or liquidation of the affairs of the Bank or Bank Parent shall, in any such case, be entered, and shall not be vacated, discharged, stayed or bonded within sixty (60) days from the date of entry thereofthereof or (C) Bank Parent shall (1) file a petition seeking relief pursuant to the Bankruptcy Code or any other applicable bankruptcy or other similar law, (2) consent to the institution of proceedings pursuant thereto or to the filing of any such petition or to the appointment of or taking possession by a custodian, receiver, liquidator, assignee, trustee or sequestrator (or similar official) of Bank Parent or any substantial part of its properties, or (3) take corporate or similar action in furtherance of any such action. (e) The Bank shall fail to meet one or more SLAs expressly giving rise to the right to terminate hereunder pursuant to Schedule 7.3. 7.2(a). (f) [****]As a result of the regulatory status or any constraints imposed on the Bank or any of its Affiliates by any Governmental Authority, (i) the Bank's ability to perform its obligations under this Agreement are materially impaired, (ii) the benefits of the Program to the Company are materially diminished or (iii) the Company experiences a material decline in Cardholder satisfaction.