Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's option: A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person. B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity. C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns. D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance. E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor. F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid. G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property. H. Any Obligor or any of its Subsidiaries, without the Bank's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor. I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings. J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral. K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral. L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 2 contracts
Samples: Merger Agreement (Xhibit Corp.), Credit Agreement (Xhibit Corp.)
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's ’s option, and the Borrower hereby waives notice of intent to accelerate the maturity of the Notes and notice of acceleration of the Notes upon the occurrence of any of the following events:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to 10 observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank, or any of the Airtec Acquisition Documents shall be materially incorrect or misleading; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's ’s guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's ’s written consentconsent and not as expressly permitted in this agreement: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ~he ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement Commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's ’s or Pledgor's ’s ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 2 contracts
Samples: Credit Agreement (CSW Industrials, Inc.), Credit Agreement (CSW Industrials, Inc.)
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's ’s option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's ’s guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's ’s written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's ’s or Pledgor's ’s ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 2 contracts
Samples: Credit Agreement (Xhibit Corp.), Credit Agreement (Material Sciences Corp)
Events of Default; Acceleration. If any of the following events occurs, occurs the Notes shall become due immediately, without notice, at the Bank's ’s option:
A. Any Obligor The Borrower, any Subsidiary, or any guarantor of the Notes (the “Guarantor”) fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to under the Notes, under any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Personcreditor.
B. Any Obligor The Borrower, any Subsidiary, or any Pledgor: Guarantor (i1) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any term of the Related DocumentsNotes; (ii2) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii3) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv4) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related DocumentsNotes) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i1) there is a default under the terms of any Related Document, (ii2) any Obligor terminates guaranty of the loan evidenced by the Notes is terminated or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii3) any Obligor Guarantor fails to promptly perform promptly under its guaranty, or (iv4) the Borrower, any Obligor fails Subsidiary, or any Guarantor fail to comply with, or pay, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bankwith BANK ONE CORPORATION, or any Affiliate of the Bank its subsidiaries or affiliates or their respective successors and or assigns.
D. There is any loss, theft, damage, or destruction of any Collateral collateral securing the Credit Facilities not covered by insurance.
E. Any event A “reportable event” (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower, any Obligor Subsidiary, or any Subsidiary affiliate of any Obligorthe Borrower.
F. Any Obligor The Borrower, any Subsidiary, or any of its Subsidiaries or any Pledgor: (i) Guarantor becomes insolvent or unable to pay its debts as they become due; .
G. The Borrower, any Subsidiary, or any Guarantor (ii1) makes an assignment for the benefit of creditors; (iii2) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Propertyassets; or (iv3) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer laws of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paidjurisdiction.
G. H. A custodian, receiver, or trustee is appointed for the Borrower; any Obligor or any of its Subsidiaries or any Pledgor Subsidiary, or.any Guarantor or for a substantial part of their respective Propertyits assets without its consent.
H. Any Obligor I. Proceedings are commenced against the Borrower, any Subsidiary, or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of its Subsidiariesany jurisdiction, and they remain undismissed. for thirty (30) days after commencement; or the Borrower, any Subsidiary, or the Guarantor consents to the commencement of those proceedings.
J. Any judgment is entered against the Borrower, any Subsidiary, or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower, any Subsidiary, or any Guarantor.
K. The Borrower, any Subsidiary, or any Guarantor dies, or a guardian or conservator is appointed for the Borrower, any Subsidiary, or any Guarantor or all or any portion of the Borrower’s assets, any Subsidiary’s assets, any Guarantor’s assets, or the Collateral.
L. The Borrower, any Subsidiary, or any Guarantor, without the Bank's ’s written consent: consent (i1) liquidates or is dissolved; , (ii2) merges or consolidates with any other Person; third party, (iii3) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; , (iv4) leases, purchases, or otherwise acquires a material part of the assets of any other Personbusiness entity, except in the ordinary course of its business; , or (v5) agrees to do any of the foregoing (notwithstanding the foregoing; provided, however, that any Subsidiary of an Obligor subsidiary may merge or consolidate with any other Subsidiary of that Obligorsubsidiary, or with the ObligorBorrower, so long as the Obligor Borrower is the survivor).
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Samples: Note Modification Agreement (Flexsteel Industries Inc)
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's ’s option, and the Borrower hereby waives notice of intent to accelerate the maturity of the Notes and notice of acceleration of the Notes upon the occurrence of any of the following events:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or any other debt to any Person with a total principal amount of greater than $25,000 or amount payable thereunder, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's ’s guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral with an aggregate value exceeding $10,000.00, not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's ’s written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other PersonPerson other than as expressly permitted in this agreement; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral, involving an aggregate amount or value in any case exceeding $500,000.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's ’s or Pledgor's ’s ability to perform its obligations under the Related Documents; or (iii) the Collateral.
L. There shall occur any change in ownership such that any Person or group of Persons acting in concert (including without limitation any “group” of Persons deemed to be formed for the purpose of acquiring, holding, voting or disposing of Borrower’s voting securities for purposes of the requirement under Section 13(d) of the Securities Exchange Act of 1934, and the rules and regulations thereunder, to file a statement on Schedule 13D with the Securities and Exchange Commission as a “person” within the meaning of Section 13(d)(3) of that Act) shall own or control more than 35% of equity ownership voting power.
Appears in 1 contract
Samples: Credit Agreement (Oi Corp)
Events of Default; Acceleration. If any of the following events occurs, occurs the Notes shall become due immediately, without notice, at the Bank's ’s option, and the Borrower hereby waives notice of intent to accelerate maturity of the Notes and notice of acceleration of the Notes upon any of the following events:
A. Any Obligor The Borrower, or any guarantor of the Notes (the “Guarantor”), fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to under the Notes, under any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Personcreditor.
B. Any Obligor The Borrower or any Pledgor: Guarantor (i1) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any term of the Related DocumentsNotes; (ii2) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii3) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults 4)defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related DocumentsNotes) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i1) there is a default under the terms of any Related Document, (ii2) any Obligor terminates guaranty of the loan evidenced by the Notes is terminated or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii3) any Obligor Guarantor fails to promptly perform promptly under its guaranty, or (iv4) any Obligor the Borrower fails to comply with, or pay, or perform under any agreement, now or hereafter in effect, between the Obligor Borrower and the BankJPMorgan Chase & Co., or any Affiliate of the Bank its subsidiaries or affiliates or their respective successors and assignssuccessors.
D. There is any loss, theft, damage, or destruction of any Collateral collateral securing the Credit Facilities not covered by insurance.
E. Any event A “reportable event” (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor the Borrower or any Subsidiary affiliate of any Obligorthe Borrower.
F. Any Obligor The Borrower or any of its Subsidiaries or any Pledgor: (i) Guarantor becomes insolvent or unable to pay its debts as they become due; .
G. The Borrower or any Guarantor (ii1) makes an assignment for the benefit of creditors; (iii2) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Propertyassets; or (iv3) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer laws of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paidjurisdiction.
G. H. A custodian, receiver, or trustee is appointed for any Obligor the Borrower or any of its Subsidiaries or any Pledgor Guarantor or for a substantial part of their respective Propertyits assets without its consent.
H. Any Obligor I. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of its Subsidiariesany jurisdiction, and they remain undismissed for thirty (30) days after commencement; or the Borrower or the Guarantor consents to the commencement of those proceedings.
J. Any judgment exceeding $50,000.00 is entered against the Borrower or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower or any Guarantor.
K. The Borrower or any Guarantor dies, or a guardian or conservator is appointed for the Borrower or any Guarantor or all or any portion of the Borrower’s assets, any Guarantor’s assets, or the Collateral.
L. The Borrower or any Guarantor, without the Bank's ’s written consent: consent (i1) liquidates or is dissolved; , (ii2) merges or consolidates with any other Person; third party, (iii3) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; , (iv4) leases, purchases, or otherwise acquires a material part of the assets of any other Personbusiness entity, except in the ordinary course of its business; , or (v5) agrees to do any of the foregoing (notwithstanding the foregoing; provided, however, that any Subsidiary of an Obligor subsidiary may merge or consolidate with any other Subsidiary of that Obligorsubsidiary, or with the ObligorBorrower, so long as the Obligor Borrower is the survivor).
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's option, and the Borrower hereby waives notice of intent to accelerate the maturity of the Notes and notice of acceleration of the Notes upon the occurrence of any of the following events:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i1) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If Subject to Section 7.2, if any of the following events occursoccurs (individually an “Event of Default” and collectively, “Events of Default”), the Notes shall become due immediately, without noticeby written notice to the Borrower, at the BankAgent's option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount principal payable with respect to any of the Liabilities, or any interest or other amount payable with respect to any of the Liabilities or under any Note, Note or any other Related Document, which failure to pay interest or any agreement or instrument evidencing such other debt to any Personamount (other than principal) continues unremedied for a period of three (3) Business Days.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other material term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the BankAgent; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the BankAgent; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money in excess of $1,000,000.00 (other than the debt evidenced by the Related Documents) and the effect of such default will allow allows the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform in any material respect under any agreement, now or hereafter in effect, between the Obligor and the BankAgent, or any Affiliate of the Bank Agent or their respective successors and assigns.
D. There is any material loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the BankAgent's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment in excess of $1,000,000.00 is entered against any Obligor or any of its Subsidiaries, which judgment is not fully covered by insurance after taking into account any applicable deductibles, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral, and which judgment, attachment, seizure, sequestration, levy or garnishment remains unpaid, unstayed on appeal, undischarged, unbonded or undismissed for a period of at least (30) calendar days.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor the Borrower or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any PersonLiabilities, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgorof its Subsidiaries: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related DocumentsDocuments or any other agreement, now or hereafter in effect, with the Bank, or any Affiliate of the Bank or their respective successors and assigns and such failure continues for a period of thirty (30) days after notice thereof by the Bank; or (ii) makes any materially incorrect or misleading representation, warranty, or certificate representation to the Bank; .
C. Any Obligor (iiii) makes terminates or revokes or purports to terminate or revoke its guaranty or any materially incorrect Obligor's guaranty becomes unenforceable in whole or misleading representation in any financial statement or other information delivered to the Bankpart; or (ivii) fails to perform promptly under its guaranty.
D. Any Obligor or any of its Subsidiaries (i) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, ; or (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guarantypay when due any other debt to any Person (including the Bank), or (iv) any Obligor fails to comply with, or perform under any agreement, now agreement or hereafter in effect, between the Obligor and the Bank, or instrument evidencing other debt to any Affiliate of the Bank or their respective successors and assignsPerson.
D. E. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. F. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. G. Any Obligor or any of its Subsidiaries or any PledgorSubsidiaries: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (viv) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (viv) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (viivi) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. H. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. I. Any Obligor or any of its Subsidiaries, without the Bank's prior written consent: (i) liquidates liquidates, divides or allocates any assets under a plan of division or similar arrangement, creates any series limited liability company, allocates any property to any series, or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. J. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty sixty (3060) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. K. Any judgment in excess of $100,000.00 not covered by insurance is entered against any Obligor or any of its SubsidiariesSubsidiaries that remains undischarged for a period of thirty (30) consecutive days during which execution shall not be effectively stayed, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. L. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. M. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Samples: Credit Agreement (Northern Technologies International Corp)
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money in excess of $1,000,000 (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, occurs the Notes shall become due immediately, without notice, at the Bank's ’s option, and the Borrower hereby waives notice of intent to accelerate maturity of the Notes and notice of acceleration of the Notes upon any of the following events:
A. Any Obligor The Borrower, or any guarantor of any of the Liabilities (the “Guarantor”), fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to under the Notes, under any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Personcreditor.
B. Any Obligor The Borrower or any Pledgor: Guarantor (ia) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Notes or other Related Documents; (iib) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iiic) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (ivd) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related DocumentsNotes) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (ia) there is a default under the terms of any Related Document, (iib) any Obligor terminates guaranty of the loan evidenced by the Notes is terminated or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iiic) any Obligor Guarantor fails to promptly perform promptly under its guaranty, or (ivd) any Obligor the Borrower fails to comply with, or pay, or perform under any agreement, now or hereafter in effect, between the Obligor Borrower and the BankJPMorgan Chase & Co., or any Affiliate of the Bank its subsidiaries or affiliates or their respective successors and assignssuccessors.
D. There is any loss, theft, damage, or destruction of any Collateral collateral securing the Credit Facilities not covered by insurance.
E. Any event A “reportable event” (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower, any Obligor Guarantor or any Subsidiary affiliate of the Borrower or any ObligorGuarantor.
F. Any Obligor The Borrower or any of its Subsidiaries or any Pledgor: (i) Guarantor becomes insolvent or unable to pay its debts as they become due; .
G. The Borrower or any Guarantor (iia) makes an assignment for the benefit of creditors; (iiib) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Propertyassets; or (ivc) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer laws of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paidjurisdiction.
G. H. A custodian, receiver, or trustee is appointed for any Obligor the Borrower or any of its Subsidiaries or any Pledgor Guarantor or for a substantial part of their respective Propertyits assets.
H. Any Obligor I. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of its Subsidiariesany jurisdiction, and they remain undismissed for thirty (30) days after commencement; or the Borrower or the Guarantor consents to the commencement of those proceedings.
J. One or more judgments, decrees, or orders for the payment of money in excess of One Hundred Thousand and 00/100 Dollars ($100,000.00) in the aggregate shall be rendered against the Borrower or any Guarantor and such judgments, decrees, or orders shall continue unsatisfied and in effect for a period of thirty (30) consecutive days without being vacated, discharged, satisfied, or stayed or bonded pending appeal, or any attachment, levy, or garnishment is issued against any property of the Borrower or any Guarantor.
K. The Borrower or any Guarantor dies, or a guardian or conservator is appointed for the Borrower or any Guarantor or all or any portion of the Borrower’s assets, any Guarantor’s assets, or the Collateral.
L. The Borrower or any Guarantor, without the Bank's ’s written consent: consent (ia) liquidates or is dissolved; , (iib) merges or consolidates with any other Person; third party, (iiic) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; , (ivd) leases, purchases, or otherwise acquires a material part of the assets of any other Personbusiness entity, except in the ordinary course of its business; , or (ve) agrees to do any of the foregoing (notwithstanding the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligorsubsidiary, or with the ObligorBorrower, so long as the Obligor Borrower is the survivor).
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. M. Any material adverse change occurs in: (i) in the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, prospects or operations financial condition of any Obligor the Borrower or any Guarantor or any Subsidiary of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the CollateralBorrower.
Appears in 1 contract
Samples: Credit Agreement (Heelys, Inc.)
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's option, and the Borrower hereby waives notice of intent to accelerate the maturity of the Notes and notice of acceleration of the Notes upon the occurrence of any of the following events:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any PersonLiabilities, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgorof its Subsidiaries: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related DocumentsDocuments or any other agreement, now or hereafter in effect, with the Bank, or any Affiliate of the Bank or their respective successors and assigns; or (ii) makes any materially incorrect or misleading representation, warranty, or certificate representation to the Bank; .
C. Any Obligor (iiii) makes terminates or revokes or purports to terminate or revoke its guaranty or any materially incorrect Obligor's guaranty becomes unenforceable in whole or misleading representation in any financial statement or other information delivered to the Bankpart; or (ivii) fails to perform promptly under its guaranty.
D. Any Obligor or any of its Subsidiaries (i) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, ; or (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guarantypay when due any other debt to any Person (including the Bank), or (iv) any Obligor fails to comply with, or perform under any agreement, now agreement or hereafter in effect, between the Obligor and the Bank, or instrument evidencing other debt to any Affiliate of the Bank or their respective successors and assignsPerson.
D. E. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. F. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. . G. Any Obligor or any of its Subsidiaries or any PledgorSubsidiaries: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.;
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, the Notes Credit Facilities shall become terminate and all borrowings and other obligations under them shall be due immediately, without notice, at the Bank's option:option whether or not the Bank has made demand.
A. Any Obligor The Borrower or any guarantor of any of the Credit Facilities, the Notes or the Leases ("Guarantor") fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of under the Liabilities, Credit Facilities or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.creditor;
B. Any Obligor The Borrower or any Pledgor: Guarantor (ia) fails to observe or perform or otherwise violates any other termterm of this agreement, covenantthe Notes, condition or agreement of any of the Related DocumentsLeases; (iib) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iiic) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (ivd) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by the Related DocumentsCredit Facilities) and the effect of such default will allow that the creditor to declare declares the debt due before its stated maturity.;
C. In the event (i) there There is a default under the terms of any Related Documentloan agreement, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty mortgage, security agreement or any Obligor's other document executed as part of the Credit Facilities, or any guaranty of the obligations under the Credit Facilities becomes unenforceable in whole or in part, (iii) or any Obligor Guarantor fails to promptly perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.;
D. There is any loss, theft, damage, or destruction A "reportable event" (as defined in the Employee Retirement Income Security Act of any Collateral not covered by insurance.
E. Any event 1974 as amended ) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor the Borrower or any Subsidiary affiliate of any Obligor.the Borrower;
F. Any Obligor E. The Borrower or any of its Subsidiaries or any Pledgor: (i) Guarantor becomes insolvent or unable to pay its debts as they become due; ;
F. The Borrower or any Guarantor (iia) makes an assignment for the benefit of creditors; (iiib) consents to the appointment of a custodian, receiver, receiver or trustee for itself it or for a substantial part of its Propertyassets; or (ivc) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency liquidation or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer laws of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.jurisdiction;
G. A custodian, receiver, receiver or trustee is appointed for any Obligor the Borrower or any of its Subsidiaries or any Pledgor Guarantor or for a substantial part of their respective Property.its assets without its consent and is not removed within 60 days after such appointment;
H. Any Obligor Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of its Subsidiariesany jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings;
I. Any judgment is entered against the Borrower or any Guarantor or any attachment, levy or garnishment is issued against any property of the Borrower or any Guarantor;
J. The Borrower or any Guarantor, without the Bank's written consent: consent (ia) liquidates or is dissolved; , (iib) merges or consolidates with any other Person; third party, (iiic) leases, sells or otherwise conveys a material part of its assets or of business outside the ordinary course of its business; , (ivd) leases, purchases, or otherwise acquires a material part of the assets of any other Personcorporation or business entity, except in the ordinary course of its business; , or (ve) agrees to do any of the foregoing; provided, however(notwithstanding the foregoing, that any Subsidiary of an Obligor subsidiary may merge or consolidate with any other Subsidiary of that Obligorsubsidiary, or with the ObligorBorrower, so long as the Obligor Borrower is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.);
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, the Notes Credit Facilities shall become terminate and all borrowings and other obligations under them shall be due immediately, without notice, at the Bank's option:Banks option whether or not the Bank has made demand.
A. Any Obligor The Borrower or any guarantor of any of the Credit Facilities, the Notes or the Leases ("Guarantor") fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of under the Liabilities, Credit Facilities or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.creditor;
B. Any Obligor The Borrower or any Pledgor: Guarantor (ia) fails to observe or perform or otherwise violates any other termterm of this agreement, covenantthe Notes, condition or agreement of any of the Related DocumentsLeases; (iib) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iiic) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (ivd) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by the Related DocumentsCredit Facilities) and the effect of such default will allow that the creditor to declare declares the debt due before its stated maturity.;
C. In the event (i) there There is a default under the terms of any Related Documentloan agreement, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty mortgage, security agreement or any Obligor's other document executed as part of the Credit Facilities, or any guaranty of the obligations under the Credit Facilities becomes unenforceable in whole or in part, (iii) or any Obligor Guarantor fails to promptly perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.;
D. There is any loss, theft, damage, or destruction A "reportable event" (as defined in the Employee Retirement Income Security Act of any Collateral not covered by insurance.
E. Any event 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor the Borrower or any Subsidiary affiliate of any Obligor.the Borrower;
F. Any Obligor E. The Borrower or any of its Subsidiaries or any Pledgor: (i) Guarantor becomes insolvent or unable to pay its debts as they become due; ;
F. The Borrower or any Guarantor (iia) makes an assignment for the benefit of creditors; (iiib) consents to the appointment of a custodian, receiver, receiver or trustee for itself it or for a substantial part of its Propertyassets; or (ivc) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency liquidation or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer laws of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.jurisdiction;
G. A custodian, receiver, receiver or trustee is appointed for any Obligor the Borrower or any of its Subsidiaries or any Pledgor Guarantor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of without its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor consent and is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) not removed within 60 days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.such appointment;
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's ’s option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's ’s guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's ’s written consent: , (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against the any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's ’s or Pledgor's ’s ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Samples: Credit Agreement (Syntel Inc)
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's option, and the Borrower hereby waives notice of intent to accelerate the maturity of the Notes and notice of acceleration of the Notes upon the occurrence of any of the following events:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral valued in excess of $150,000.00 in the aggregate and not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its businessbusiness except the sale of the building in which its corporate headquarters are located; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its businessbusiness in connection with Permitted Acquisitions; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor, and any Subsidiary may merge with another Subsidiary in connection with any Permitted Acquisition.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment exceeding $150,000.00 is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occursoccurs (each, an “Event of Default” and, collectively, “Events of Default”), the Notes shall become due immediately, without notice, at Bank may exercise the Bank's optionremedies set forth in Section 7.2:
A. Any Obligor fails to pay (i) when due any principal under this Agreement or (ii) within three days of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Notedate when due, any interest or other Related Document, or any agreement or instrument evidencing Liabilities (other debt to any Personthan principal) under this Agreement.
B. Any Obligor or any PledgorObligor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's ’s guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. E. Any Obligor or any of its Subsidiaries or any PledgorSubsidiaries: (i) becomes insolvent or admits in writing that it is unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; or (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. F. A custodian, receiver, or trustee is appointed for any Obligor the Borrower or any of its Subsidiaries or any Pledgor or for a substantial part material portion of their respective Propertythe Collateral.
H. Any Obligor or any of its Subsidiaries, without the Bank's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. G. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. H. Any final judgment is entered against any an Obligor or any of its SubsidiariesSubsidiaries in an amount, individually or in the aggregate of at least One Million Dollars ($1,000,000), or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any material portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Samples: Credit Agreement (Inogen Inc)
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's ’s option:
A. Any Obligor fails to pay when due any of the Liabilities or Liabilities, fails to pay any other debt or obligation in an aggregate amount exceeding $250,000 to any Person, or fails to pay any amount payable with respect to any of the Liabilities, or under any Note, Note or any other Related Document, or fails to pay an aggregate amount exceeding $250,000 with respect to any agreement or instrument evidencing any other debt or obligation to any Person.
B. Any Obligor or any PledgorObligor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes or furnishes any materially incorrect or misleading representation, warranty, statement or certificate to the Bank, at the time made (or deemed made) or furnished; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of or fails to comply with or perform any term, obligation, covenant or condition contained in any agreement or instrument relating to any debt for borrowed money agreements (other than this agreement and the debt evidenced by the other Related Documents) between any Person and the effect of such default will allow the creditor to declare any Obligor or Obligors under which the debt due before its stated maturityand/or obligations of any Obligor or Obligors in the aggregate exceed $250,000.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's ’s guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns, after giving effect to any applicable grace or cure period.
D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.[intentionally omitted]
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan plan, if any, of any Obligor or any Subsidiary of any ObligorObligor and the effect thereof would reasonably be expected to have a material adverse effect on the Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any Subsidiary.
F. Any Obligor or any of its Subsidiaries or any PledgorSubsidiaries: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's ’s written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; or (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; or (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment or decree is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any CollateralSubsidiaries.
K. Any individual Obligor The occurrence or Pledgor diesexistence of any default, event of default or a guardian other similar condition or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateralevent (however described) with respect to Rate Management Transactions.
L. Any Change in Control.
M. The Borrower or any of its Subsidiaries fails to comply with all applicable statutes, laws, ordinances and governmental rules, regulations and orders to which it is subject or which are applicable to its business, property and assets.
N. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; or (ii) any Obligor's ’s or Pledgor's ’s ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Samples: Credit Agreement (Neogen Corp)
Events of Default; Acceleration. If any of the following events occursoccurs (each a “Default”), the Notes shall become due immediately, without notice, at the Bank's Lender’s option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the BankLender; (iii) makes any materially incorrect or misleading representation in any financial statement or other information (excluding forecasts) delivered to the BankLender; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) ), and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's ’s guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the BankLender, or any Affiliate of the Bank Lender or their respective successors and assigns.
D. There is any material loss, theft, damage, or destruction of any Collateral not covered by insuranceinsurance or the Lender ceases to have a first-priority security interest in any of the Collateral.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's Lender’s written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business having a value in excess of $100,000 outside the ordinary course of its businessbusiness or sells, transfers, disposes or otherwise conveys any Equity Interests of any Subsidiary directly or indirectly owned by it; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other PersonPerson having a value in excess of $100,000, except in the ordinary course of its businessbusiness or except as permitted by Section 5.2G; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other wholly-owned Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment in an amount greater than $100,000 is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's ’s or Pledgor's ’s ability to perform its obligations under the Related Documents; or (iii) the Collateral.
L. A Change in Control occurs.
M. There occurs any default or event of default under any Significant Contract that is not cured within any applicable notice and/or cure period to which an Obligor or any of its Subsidiaries, or its properties, is bound, including any agreement, document or instrument evidencing any indebtedness.
N. Any Obligor fails to comply in any material respect with any Legal Requirement, including any failure by Xhibit to timely comply with the rules and regulations of the Securities and Exchange Commission under the Securities Act of 1934, as amended; provided that notwithstanding anything to the contrary contained in this Agreement, the matters described in Xhibit’s Form 8-K, filed with the Securities and Exchange Commission on April 16, 2014, shall not constitute a Default or a violation of any covenant set forth in this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Xhibit Corp.)
Events of Default; Acceleration. If any of the following events occurs, the Notes Credit Facilities shall become terminate and all borrowings and other obligations under them shall be due immediately, without notice, at the Bank's Banks option, whether or not the Bank has made demand:
A. Any Obligor The Borrower or any guarantor of any of the Credit Facilities, the Notes, the Leases, or any other Liabilities (each, a "Guarantor") fails to pay when due any of amount payable under the Liabilities or Credit Facilities, under any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.creditor;
B. Any Obligor The Borrower or any Pledgor: Guarantor (ia) fails to observe or perform or otherwise violates any other termterm of this agreement, covenantthe Notes, condition or agreement of any of the Related DocumentsLeases; (iib) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iiic) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (ivd) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than borrowings under the debt evidenced by the Related DocumentsCredit Facilities) and the effect of such default will allow that the creditor to declare declares the debt due before its stated maturity.:
C. In the event (i) there There is a default under the terms of any Related Documentloan agreement, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty mortgage, security agreement or any Obligor's other document executed as part of the Credit Facilities or any other Liabilities, or any guaranty of the obligations under the Credit Facilities or any other Liabilities becomes unenforceable in whole or in part, (iii) or any Obligor Guarantor fails to promptly perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.;
D. There is any loss, theft, damage, or destruction A "reportable event" (as defined in the Employee Retirement Income Security Act of any Collateral not covered by insurance.
E. Any event 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor the Borrower or any Subsidiary affiliate of any Obligor.the Borrower;
F. Any Obligor E. The Borrower or any of its Subsidiaries or any Pledgor: (i) Guarantor becomes insolvent or unable to pay its debts as they become due; ;
F. The Borrower or any Guarantor (iia) makes an assignment for the benefit of creditors; (iiib) consents to the appointment of a custodian, receiver, receiver or trustee for itself it or for a substantial part of its Propertyassets; or (ivc) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency liquidation or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer laws of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.jurisdiction;
G. A custodian, receiver, receiver or trustee is appointed for any Obligor the Borrower or any of its Subsidiaries or any Pledgor Guarantor or for a substantial part of their respective Property.its assets without its consent and is not removed within 60 days after such appointment;
H. Any Obligor Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of its Subsidiariesany jurisdiction, and such proceedings remain undismissed for 60 days after commencement; or the Borrower or Guarantor consents to the commencement of such proceedings;
I. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy or garnishment is issued against any property of the Borrower or any Guarantor;
J. The Borrower or any Guarantor dies;
K. The Borrower or any Guarantor, without the Bank's written consent: , (ia) liquidates or is dissolved; , (iib) merges or consolidates with any other Person; third party, (iiic) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; , (ivd) leases, purchases, or otherwise acquires a material part of the assets of any other Personcorporation or business entity, except in the ordinary course of its business; , or (ve) agrees to do any of the foregoing; provided, however(notwithstanding the foregoing, that any Subsidiary of an Obligor subsidiary may merge or consolidate with any other Subsidiary of that Obligorsubsidiary, or with the ObligorBorrower, so long as the Obligor Borrower is the survivor.);
I. Proceedings are commenced under L. The loan-to-value ratio of any bankruptcypledged securities at any time exceeds N/A%, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed such excess continues for thirty five (305) days after commencement; notice from the Bank to the Borrower;
M. There is a substantial change in the existing or prospective financial condition of the Borrower or any Obligor or any of its Subsidiaries or any Pledgor consents Guarantor which the Bank in good faith determines to the commencement of those proceedingsbe materially adverse; or
N. The Bank in good faith shall deem itself insecure.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Samples: Line of Credit Agreement (Allen Test Co Inc & Point Release Test 10/08/01)
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's ’s option, and the Borrower hereby waives notice of intent to accelerate the maturity of the Notes and notice of acceleration of the Notes upon the occurrence of any of the following events:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's ’s guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's ’s written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's ’s or Pledgor's ’s ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any PersonLiabilities, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgorof its Subsidiaries: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related DocumentsDocuments or any other agreement, now or hereafter in effect, with the Bank, or any Affiliate of the Bank or their respective successors and assigns; or (ii) makes any materially incorrect or misleading representation, warranty, or certificate representation to the Bank; .
C. Any Obligor (iiii) makes terminates or revokes or purports to terminate or revoke its guaranty or any materially incorrect Obligor's guaranty becomes unenforceable in whole or misleading representation in any financial statement or other information delivered to the Bankpart; or (ivii) fails to perform promptly under its guaranty.
D. Any Obligor or any of its Subsidiaries (i) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, ; or (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guarantypay when due any other debt to any Person (including the Bank), or (iv) any Obligor fails to comply with, or perform under any agreement, now agreement or hereafter in effect, between the Obligor and the Bank, or instrument evidencing other debt to any Affiliate of the Bank or their respective successors and assignsPerson.
D. E. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. F. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. G. Any Obligor or any of its Subsidiaries or any PledgorSubsidiaries: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (viv) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (viv) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (viivi) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. H. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. I. Any Obligor or any of its Subsidiaries, without the Bank's prior written consent: (i) liquidates liquidates, divides or allocates any assets under a plan of division or similar arrangement, creates any series limited liability company, allocates any property to any series, or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. J. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty sixty (3060) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. K. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. L. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. M. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's ’s option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Personprincipal, interest, fees, or any amount payable with respect to any of the Liabilities, or other amounts due under any Note, .
B. Any Obligor fails to pay when due any other Liabilities owed by Borrower to the Bank under this agreement or any other Related Document, or any agreement or instrument evidencing other debt to any Personin each case within the applicable cure period, if any.
B. C. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates or defaults on any other term, covenant, condition or agreement of any of the Related DocumentsDocuments or under any agreement, now or hereafter in effect, with the Bank, its Affiliate, or their respective successors and assigns, and such failure, violation or default shall continue unremedied for a period of ten (10) or more days; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect in excess of such default will allow the creditor to declare the debt due before its stated maturity$500,000.00.
C. D. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's ’s guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. E. There is any loss, theft, damage, or destruction of any Collateral Inventory not covered by insuranceinsurance in excess of $500,000.00 (including any applicable out-of-pocket deductibles) in the aggregate during the term of this agreement.
E. F. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. G. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) voluntarily commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. H. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty sixty (3060) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment for the payment of money in an amount in excess of $500,000.00, individually or in the aggregate, (exclusive of amounts covered by insurance) is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral, and such condition continues sixty (60) days or more (or if stayed pursuant to any order or agreement, then sixty (60) days or more following the expiration of such stay).
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's ’s or Pledgor's ’s ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If Subject to Section 7.2, if any of the following events occursoccurs (individually an “Event of Default” and collectively, “Events of Default”), the Notes shall become due immediately, without noticeby written notice to the Borrower, at the Bank's ’s option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount principal payable with respect to any of the Liabilities, or any interest or other amount payable with respect to any of the Liabilities or under any Note, Note or any other Related Document, which failure to pay interest or any agreement or instrument evidencing such other debt to any Personamount (other than principal) continues unremedied for a period of three (3) Business Days.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other material term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money in excess of $1,000,000.00 (other than the debt evidenced by the Related Documents) and the effect of such default will allow allows the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's ’s guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform in any material respect under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any material loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's ’s written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment in excess of $1,000,000.00 is entered against any Obligor or any of its Subsidiaries, which judgment is not fully covered by insurance after taking into account any applicable deductibles, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral, and which judgment, attachment, seizure, sequestration, levy or garnishment remains unpaid, unstayed on appeal, undischarged, unbonded or undismissed for a period of at least (30) calendar days.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor the Borrower or any of its Subsidiaries; (ii) any Obligor's ’s or Pledgor's ’s ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgor: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related Documents; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guaranty, or (iv) any Obligor fails to comply with, or perform under any agreement, now or hereafter in effect, between the Obligor and the Bank, or any Affiliate of the Bank or their respective successors and assigns.
D. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. Any Obligor or any of its Subsidiaries or any Pledgor: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. Any Obligor or any of its Subsidiaries, without the Bank's written consent: (i) liquidates or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, dies or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Samples: Credit Agreement (Sunworks, Inc.)
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any PersonLiabilities, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgorof its Subsidiaries: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related DocumentsDocuments or any other agreement, now or hereafter in effect, with the Bank, or any Affiliate of the Bank or their respective successors and assigns; or (ii) makes any materially incorrect or misleading representation, warranty, or certificate representation to the Bank; .
C. Any Obligor (iiii) makes terminates or revokes or purports to terminate or revoke its guaranty or any materially incorrect Obligor's guaranty becomes unenforceable in whole or misleading representation in any financial statement or other information delivered to the Bankpart; or (ivii) fails to perform promptly under its guaranty.
D. Any Obligor or any of its Subsidiaries (i) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, ; or (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guarantypay when due any other debt in excess of $250,000 individually and $1,000,000 in the aggregate to any Person (including the Bank), or (iv) any Obligor fails to comply with, or perform under any agreement, now agreement or hereafter in effect, between the Obligor and the Bank, or instrument evidencing other debt to any Affiliate of the Bank or their respective successors and assignsPerson.
D. E. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance, but excluding any lack of coverage representing a deductible or self-inured retention as provided in the Company’s insurance policies approved by lender.
E. F. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. G. Any Obligor or any of its Subsidiaries or any PledgorSubsidiaries: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (viv) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (viv) makes or permits a transfer of any of its Property, which may is reasonably likely to be characterized as fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (viivi) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. H. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. I. Any Obligor or any of its Subsidiaries, without the Bank's prior written consent: (i) liquidates liquidates, divides or allocates any assets under a plan of division or similar arrangement, creates any series limited liability company, allocates any property to any series, or is dissolved; (ii) merges or consolidates with any other PersonPerson (except in connection with a Permitted Acquisition); (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except (x) in the ordinary course of its businessbusiness or (y) in connection with a Permitted Acquisition; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. J. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty sixty (3060) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. K. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. L. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. M. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, the Notes shall become due immediately, without notice, at the Bank's ’s option:
A. Any Obligor fails to pay when due any of the Liabilities or any other debt to any PersonLiabilities, or any amount payable with respect to any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Person.
B. Any Obligor or any Pledgorof its Subsidiaries: (i) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Related DocumentsDocuments or any other agreement, now or hereafter in effect, with the Bank, or any Affiliate of the Bank or their respective successors and assigns; or (ii) makes any materially incorrect or misleading representation, warranty, or certificate representation to the Bank; .
C. Any Obligor (iiii) makes terminates or revokes or purports to terminate or revoke its guaranty or any materially incorrect Obligor’s guaranty becomes unenforceable in whole or misleading representation in any financial statement or other information delivered to the Bankpart; or (ivii) fails to perform promptly under its guaranty.
D. Any Obligor or any of its Subsidiaries (i) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related Documents) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i) there is a default under the terms of any Related Document, ; or (ii) any Obligor terminates or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii) any Obligor fails to perform promptly under its guarantypay when due any other debt to any Person (including the Bank), or (iv) any Obligor fails to comply with, or perform under any agreement, now agreement or hereafter in effect, between the Obligor and the Bank, or instrument evidencing other debt to any Affiliate of the Bank or their respective successors and assignsPerson.
D. E. There is any loss, theft, damage, or destruction of any Collateral not covered by insurance.
E. F. Any event occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor or any Subsidiary of any Obligor.
F. G. Any Obligor or any of its Subsidiaries or any PledgorSubsidiaries: (i) becomes insolvent or unable to pay its debts as they become due; (ii) makes an assignment for the benefit of creditors; (iii) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Property; (iv) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (viv) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (viv) makes or permits a transfer of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (viivi) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid.
G. H. A custodian, receiver, or trustee is appointed for any Obligor or any of its Subsidiaries or any Pledgor or for a substantial part of their respective Property.
H. I. Any Obligor or any of its Subsidiaries, without the Bank's ’s written consent: (i) liquidates liquidates, divides or allocates any assets under a plan of division or similar arrangement, creates any series limited liability company, allocates any property to any series, or is dissolved; (ii) merges or consolidates with any other Person; (iii) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; (iv) leases, purchases, or otherwise acquires a material part of the assets of any other Person, except in the ordinary course of its business; or (v) agrees to do any of the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligor, or with the Obligor, so long as the Obligor is the survivor.
I. J. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty sixty (3060) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered K. One or more judgments, decrees, or orders for the payment of money in excess of One Hundred Thousand and 00/100 Dollars ($100,000.00) in the aggregate shall be rendered against any Obligor or any of its Subsidiaries, and such judgments, decrees, or orders shall continue unsatisfied and in effect for a period of thirty (30) consecutive days without being vacated, discharged, satisfied, or stayed or bonded pending appeal, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. L. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the CoilateralCollateral.
L. M. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ’s ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Samples: Credit Agreement (Satellogic Inc.)
Events of Default; Acceleration. If any of the following events occurs, occurs the Notes shall become due immediately, without notice, at the Bank's ’s option:
A. Any Obligor The Borrower, any Subsidiary, or any guarantor of any of the Liabilities (the “Guarantor”), fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to under the Notes, under any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Personcreditor.
B. Any Obligor The Borrower, any Subsidiary, or any Pledgor: Guarantor (ia) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any of the Notes or other Related Documents; (iib) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iiic) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (ivd) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related DocumentsNotes) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (ia) there is a default under the terms of any Related Document, (iib) any Obligor terminates guaranty of the loan evidenced by the Notes is terminated or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iiic) any Obligor Guarantor fails to promptly perform promptly under its guaranty, or (ivd) the Borrower, any Obligor Subsidiary, or any Guarantor fails to comply with, or pay, or perform under any agreement, now or hereafter in effect, between the Obligor Borrower and the Bankany Subsidiary and JPMorgan Chase & Co., or any Affiliate of the Bank its subsidiaries or affiliates or their respective successors and assignssuccessors.
D. There is any loss, theft, damage, or destruction of any Collateral collateral securing the Credit Facilities not covered by insurance.
E. Any event A “reportable event” (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of the Borrower, any Obligor Subsidiary, any Guarantor or any Subsidiary affiliate of the Borrower or any ObligorGuarantor.
F. Any Obligor The Borrower, any Subsidiary, or any of its Subsidiaries or any Pledgor: (i) Guarantor becomes insolvent or unable to pay its debts as they become due; .
G. The Borrower, any Subsidiary, or any Guarantor (iia) makes an assignment for the benefit of creditors; (iiib) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Propertyassets; or (ivc) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer laws of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paidjurisdiction.
G. H. A custodian, receiver, or trustee is appointed for the Borrower, any Obligor Subsidiary, or any of its Subsidiaries or any Pledgor Guarantor or for a substantial part of their respective Propertyits assets.
H. Any Obligor I. Proceedings are commenced against the Borrower, any Subsidiary, or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of its Subsidiariesany jurisdiction, and they remain undismissed for thirty (30) days after commencement; or the Borrower, any Subsidiary, or the Guarantor consents to the commencement of those proceedings.
J. Any judgment is entered against the Borrower, any Subsidiary, or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower, any Subsidiary, or any Guarantor.
K. The Borrower, any Subsidiary, or any Guarantor dies, or a guardian or conservator is appointed for the Borrower, any Subsidiary, or any Guarantor or all or any portion of the Borrower’s assets, any Subsidiary’s assets, or any Guarantor’s assets, or the Collateral.
L. The Borrower, any Subsidiary, or any Guarantor, without the Bank's ’s written consent: consent (ia) liquidates or is dissolved; , (iib) merges or consolidates with any other Person; third party, (iiic) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; , (ivd) leases, purchases, or otherwise acquires a material part of the assets of any other Personbusiness entity, except in the ordinary course of its business; , or (ve) agrees to do any of the foregoing (notwithstanding the foregoing; provided, however, that any Subsidiary of an Obligor may merge or consolidate with any other Subsidiary of that Obligorsubsidiary, or with the ObligorBorrower, so long as the Obligor Borrower is the survivor).
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedings.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. M. Any material adverse change occurs in: (i) in the reputation, Property, financial condition, business, assets, affairs, prospectsprospects or financial condition of the Borrower, liabilitiesany Subsidiary, or operations any Guarantor of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the CollateralBorrower.
Appears in 1 contract
Events of Default; Acceleration. If any of the following events occurs, occurs the Notes shall become due immediately, without notice, at the Bank's option:, and the Borrower hereby waives notice of intent to accelerate maturity of the Notes and notice of acceleration of the Notes upon any of the following events.
A. Any Obligor The Borrower, or any guarantor of the Notes (the "Guarantor"), fails to pay when due any of the Liabilities or any other debt to any Person, or any amount payable with respect to under the Notes, under any of the Liabilities, or under any Note, any other Related Document, or any agreement or instrument evidencing other debt to any Personcreditor.
B. Any Obligor The Borrower or any Pledgor: Guarantor (i1) fails to observe or perform or otherwise violates any other term, covenant, condition or agreement of any term of the Related DocumentsNotes; (ii2) makes any materially incorrect or misleading representation, warranty, or certificate to the Bank; (iii3) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Bank; or (iv4) defaults under the terms of any agreement or instrument relating to any debt for borrowed money (other than the debt evidenced by the Related DocumentsNotes) and the effect of such default will allow the creditor to declare the debt due before its stated maturity.
C. In the event (i1) there is a default under the terms of any Related Document, (ii2) any Obligor terminates guaranty of the loan evidenced by the Notes is terminated or revokes or purports to terminate or revoke its guaranty or any Obligor's guaranty becomes unenforceable in whole or in part, (iii3) any Obligor Guarantor fails to promptly perform promptly under its guaranty, or (iv4) any Obligor the Borrower fails to comply with, or pay, or perform under any agreement, now or hereafter in effect, between the Obligor Borrower and the BankJPMorgan Chase & Co., or any Affiliate of the Bank its subsidiaries or affiliates or their respective successors and assignssuccessors.
D. There is any loss, theft, damage, or destruction of any Collateral collateral securing the Credit Facilities not covered by insurance.
E. Any event A "reportable event" (as defined in the Employee Retirement Income Security Act of 1974 as amended) occurs that would permit the Pension Benefit Guaranty Corporation to terminate any employee benefit plan of any Obligor the Borrower or any Subsidiary affiliate of any Obligorthe Borrower.
F. Any Obligor The Borrower or any of its Subsidiaries or any Pledgor: (i) Guarantor becomes insolvent or unable to pay its debts as they become due;
G. The Borrower or any Guarantor (ii1) makes an assignment for the benefit of creditors; (iii2) consents to the appointment of a custodian, receiver, or trustee for itself or for a substantial part of its Propertyassets; or (iv3) commences any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws; (v) conceals or removes any of its Property, with intent to hinder, delay or defraud any of its creditors; (vi) makes or permits a transfer laws of any of its Property, which may be fraudulent under any bankruptcy, fraudulent conveyance or similar law; or (vii) makes a transfer of any of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paidjurisdiction.
G. H. A custodian, receiver, or trustee is appointed for any Obligor the Borrower or any of its Subsidiaries or any Pledgor Guarantor or for a substantial part of their respective Propertyits assets without its consent.
H. Any Obligor I. Proceedings are commenced against the Borrower or any Guarantor under any bankruptcy, reorganization, liquidation, or similar laws of its Subsidiariesany jurisdiction, and they remain undismissed for thirty (30) days after commencement, or the Borrower or the Guarantor consents to the commencement of those proceedings.
J. Any judgment is entered against the Borrower or any Guarantor, or any attachment, levy, or garnishment is issued against any property of the Borrower or any Guarantor.
K. The Borrower or any Guarantor dies, or a guardian or conservator is appointed for the Borrower or any Guarantor or all or any portion of the Borrower's assets, any Guarantor's assets, or the Collateral.
L. The Borrower or any Guarantor, without the Bank's written consent: consent (i1) liquidates or is dissolved; , (ii2) merges or consolidates with any other Person; third party, (iii3) leases, sells or otherwise conveys a material part of its assets or business outside the ordinary course of its business; , (iv4) leases, purchases, or otherwise acquires a material part of the assets of any other Personbusiness entity, except in the ordinary course of its business; , or (v5) agrees to do any of the foregoing (notwithstanding the foregoing; provided, however, that any Subsidiary of an Obligor subsidiary may merge or consolidate with any other Subsidiary of that Obligorsubsidiary, or with the ObligorBorrower, so long as the Obligor Borrower is the survivor)
M. There is a substantial change in the existing or prospective financial condition of the Borrower or any Guarantor that the Bank in good faith determines to be materially adverse.
I. Proceedings are commenced under any bankruptcy, reorganization, liquidation, or similar laws against any Obligor or any of its Subsidiaries or any Pledgor and remain undismissed for thirty (30) days after commencement; or any Obligor or any of its Subsidiaries or any Pledgor consents to the commencement of those proceedingsN. The Bank in good xxxxx xxxxx itself insecure.
J. Any judgment is entered against any Obligor or any of its Subsidiaries, or any attachment, seizure, sequestration, levy, or garnishment is issued against any Property of any Obligor or any of its Subsidiaries or of any Pledgor or any Collateral.
K. Any individual Obligor or Pledgor dies, or a guardian or conservator is appointed for any individual Obligor or Pledgor or all or any portion of their respective Property, or the Coilateral.
L. Any material adverse change occurs in: (i) the reputation, Property, financial condition, business, assets, affairs, prospects, liabilities, or operations of any Obligor or any of its Subsidiaries; (ii) any Obligor's or Pledgor's ability to perform its obligations under the Related Documents; or (iii) the Collateral.
Appears in 1 contract
Samples: Credit Agreement (Heelys, Inc.)
