Events of Default and Remedies Therefor. Any one or more of the following shall constitute an Event of Default hereunder:
Events of Default and Remedies Therefor. 14 Section 5.1. Events of Default 14 Section 5.2. Remedies Cumulative 15 Section 5.3. Delay or Omission Not a Waiver 15 Section 5.4. Waiver of Extension, Appraisement or Stay Laws 15 Section 5.5. Remedies Subject to Provisions of Law 15 ARTICLE VI. IMMUNITY 16 Section 6.1. Immunity 16 ARTICLE VII. SUPPLEMENTS AND AMENDMENTS TO THIS FINANCING AGREEMENT 17 Section 7.1. Supplements and Amendments to this Financing Agreement 17 ARTICLE VIII. DEFEASANCE 18 Section 8.1. Defeasance 18 ARTICLE IX. MISCELLANEOUS PROVISIONS 19 Section 9.1. Financing Agreement for Benefit of Parties Hereto 19 Section 9.2. Severability 19 Section 9.3. Limitation on Interest 19 Section 9.4. Addresses for Notice and Demands 19 Section 9.5. Successors and Assigns 20 Section 9.6. Counterparts 20 Section 9.7. Governing Law 20 FINANCING AND COVENANT AGREEMENT This is a FINANCING AND COVENANT AGREEMENT, dated as of August 1, 2022 ("Financing Agreement") between THE FARM AT ZIONSVILLE JV, LLC, a limited liability company duly organized and validly existing under the laws of the State of Indiana ("Company"), and the TOWN OF ZIONSVILLE, INDIANA, a municipal corporation duly organized and validly existing under the laws of the State of Indiana ("Issuer" and "Town"). Indiana Code, Title 36, Article 7, Chapters 11.9, 12, 14 and 25 as supplemented and amended (collectively, "Act"), authorizes and empowers the Issuer to issue revenue bonds and to provide the proceeds therefrom for the purpose of financing costs of economic development facilities and infrastructure for diversification of economic development and promotion of job opportunities in or near such Issuer and vests the Issuer with powers that may be necessary to enable it to accomplish such purposes; The Zionsville Redevelopment Commission ("Redevelopment Commission") did on March 28, 2022, adopt a declaratory resolution ("Declaratory Resolution") establishing the Michigan Road Economic Development Area ("Area") located in the Town and, following a public hearing, the Declaratory Resolution was confirmed by a confirmatory resolution adopted on May 23, 2022; The Declaratory Resolution approved the economic development plan ("Plan") for the Area which Plan contained specific recommendations for economic development in the Area, and the Declaratory Resolution established an allocation area ("Allocation Area"), as an allocation area in accordance with IC 36-7-14-39 for the purpose of capturing property taxes generated from the incremental asses...
Events of Default and Remedies Therefor. 20 Section 6.1.
Events of Default and Remedies Therefor. (a) Events of Default. Any one or more of the following shall constitute an "Event of Default" as the term is used herein:
Events of Default and Remedies Therefor. Any one or more of the following in any calendar year will constitute an Event of Default as used in this Agreement:
Events of Default and Remedies Therefor. 13 Section 6.1. Events of Default 13 Section 6.2. Notice to Holders 14 Section 6.3. Acceleration of Maturities 15 SECTION 7. AMENDMENTS, WAIVERS AND CONSENTS 15 Section 7.1. Consent Required 15 Section 7.2. Solicitation of Noteholders 15 Section 7.3. Effect of Amendment or Waiver 15 SECTION 8. INTERPRETATION OF AGREEMENT, DEFINITIONS 16 Section 8.1. Definitions 16 SECTION 9. MISCELLANEOUS 19 Section 9.1. Note Register 19 Section 9.2. Exchange of Notes 20 Section 9.3. Loss, Theft, Etc. of Notes 20 Section 9.4. Powers and Rights Not Waived; Remedies Cumulative 20 Section 9.5. Notices 20 Section 9.6. Successors and Assigns 21 Section 9.7. Integration and Severability 21 Section 9.8. Like Treatment of Holders 21 Section 9.9. Governing Law 21 Section 9.10. Captions 22 Section 9.11. Brokerage Fees 22 Section 9.12. Intentionally Left Blank 22 Section 9.13. Possible Future Notes 22 ATTACHMENTS TO NOTE AGREEMENT: Schedule I Name and Address of Purchasers Schedule 5.5 Indebtedness of the Company Schedule 8.1 Stockholders of the Company Exhibit A Form of 13.75% Senior Secured Bridge Note Due April [ ], 2000 Exhibit B Form of Warrant Exhibit C Closing Certificate of the Company Exhibit D Form of Company Legal Opinion Exhibit E Form of Security Agreement METAWAVE COMMUNICATIONS CORPORATION NOTE AGREEMENT RE: $29,000,000 13.75% SENIOR SECURED BRIDGE NOTES DUE APRIL 28, 2000 Dated as of April 27, 1998 To the Purchasers named in Schedule I attached hereto that are signatories to this Agreement Ladies and Gentlemen: The undersigned, Metawave Communications Corporation, a Delaware corporation (the "Company") agrees with each Purchaser as follows:
Events of Default and Remedies Therefor. 13 Section 5.1. Events of Default 13 Section 5.2. Remedies Cumulative 14 Section 5.3. Delay or Omission Not a Waiver 14 Section 5.4. Waiver of Extension, Appraisement or Stay Laws. 14 Section 5.5. Remedies Subject to Provisions of Law. 14 ARTICLE VI. IMMUNITY Section 6.1. Immunity. 15 Section 6.2. Liability of Issuer 15 ARTICLE VII. SUPPLEMENTS AND AMENDMENTS TO THIS 2024C FINANCING AGREEMENT Section 7.1. Supplements and Amendments to this 2024C Financing Agreement 16
Events of Default and Remedies Therefor. 17 Section 6.1. Events of Default.....................................................................17 Section 6.2. Notice to Holders.....................................................................18 Section 6.3. Acceleration of Maturities............................................................18 Section 6.4. Rescission of Acceleration............................................................19
Events of Default and Remedies Therefor. 8.1 EVENTS OF DEFAULT 8.2 REMEDIES OF HOLDERS UPON OCCURRENCE OF EVENT OF DEFAULT
Events of Default and Remedies Therefor. An event of default shall occur and be continuing, and Owner shall have the right to terminate this Agreement at any time thereafter (whether or not said Owner is deemed to have waived its right to so terminate) and pursue any remedy available to Owner at law or equity, if User (a) ceases to do business as a going concern, makes an assignment for the benefit of creditors, admits in writing its inability to pay its debts as they become due, or files a voluntary petition in bankruptcy; or (b) within sixty (60) days after the commencement of any proceedings seeking reorganization, arrangement, readjustment, liquidation, dissolution or similar relief under any present or future statute, law of regulation, such proceeding shall not have been dismissed, or if within sixty (60) days after the appointment without consent or acquiescence of any trustee, receiver or liquidator of it or of all or any substantial part of its assets and properties, such appointment shall not be vacated; provided, that if the Owner of the Equipment is no longer Venture Equipment Acquisition Company or an affiliate of Venture Equipment
