Events of Default Remedies. Each of the following shall constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:
Appears in 1 contract
Samples: Vendor Agreement
Events of Default Remedies. Each If any of the following events shall constitute an "Event occur and be continuing:
(a) the Borrower shall fail to pay any principal of Default": (1) failure by Lessee any Loan or Reimbursement Obligation when due in accordance with the terms hereof; or the Borrower shall fail to make pay any payment within ten (10) days after its due date; (2) failure by Lessee to perform interest on any Loan, Reimbursement Obligation, any fees hereunder or any other obligation amount payable hereunder or under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or other Loan Document within five (5) Lessee's dissolutionBusiness Days after any such interest, termination fees or other amounts becomes due in accordance with the terms hereof; or
(b) any representation or warranty made or deemed made by any Loan Party herein or in any other Loan Document or that is contained in any certificate, document or financial or other statement furnished by it at any time under or in connection with this Agreement or any such other Loan Document when made which shall be false or misleading when made if the same has a Material Adverse Effect; or
(c) any Loan Party shall default in the observance or performance of existenceany covenant contained in Sections 6.3, discontinuance 6.5, 6.6 or 6.9, or Section 7; or
(d) any Loan Party shall default in the observance or performance of businessany other covenant contained in this Agreement or any other Loan Document (other than as provided in paragraphs (a) through (c) of this Section 8), insolvencyand such default shall continue unremedied for a period of thirty (30) days; or
(e) any Loan Party shall (i) default in making any payment of any principal of any Indebtedness (including any Contingent Obligation, but excluding the Loans and Non-Recourse Indebtedness) beyond any applicable period of grace, or (ii) default in making any payment of any interest on any such Indebtedness or Contingent Obligation set forth in clause (i) beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created, or (iii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Contingent Obligations set forth in clause (i) or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or beneficiary of such Indebtedness (or a trustee or agent on behalf of such holder or beneficiary) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or (in the case of any such Indebtedness constituting a Contingent Obligation) to become payable; provided, that a default, event or condition described in clause (i), (ii) or (iii) of this paragraph (e) shall not at any time constitute an Event of Default unless, at such time, one or more defaults, events or conditions of the type described in clauses (i), (ii) and (iii) of this paragraph (e) shall have occurred and be continuing with respect to Indebtedness or Contingent Obligation the aggregate outstanding principal amount of which is $30,000,000 or more; provided further, that an event or condition described in clause (iii) of this paragraph (e) shall not at any time constitute an Event of Default with respect to (i) the conversion of (including any cash payment upon conversion), or payment of any principal or premium on, any Permitted Convertible Indebtedness (including any payment of cash in lieu of fractional shares), or the commencement payment of any bankruptcy proceedings by interest with respect to any Permitted Convertible Indebtedness or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon (ii) the occurrence of any event that permits holders of any Permitted Convertible Indebtedness to convert such Indebtedness, unless, in each case of clauses (i) and (ii), such occurrence, conversion or event results from a default under such Permitted Convertible Indebtedness or an event of the type that constitutes (or, with the notice or passage of time would constitute) an Event of Default; or
(i) Borrower or any other Loan Party shall commence any case, proceeding or other action (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets; or (ii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action of a nature referred to in clause (i) above that (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed or undischarged for a period of 60 days; or (iii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets that results in the entry of an order for any such relief that shall not have been vacated, discharged, or stayed or bonded pending appeal within 60 days from the entry thereof; or (iv) Borrower or any other Loan Party shall take any action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the acts set forth in clause (i), (ii), or (iii) above; or (v) Borrower or any other Loan Party shall generally not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or (vi) or Borrower or any other Loan Party shall make a general assignment for the benefit of its creditors; or
(g) (i) an ERISA Event shall have occurred, (ii) a trustee shall be appointed by a United States district court to administer any Pension Plan, (iii) the PBGC shall institute proceedings to terminate any Pension Plan(s), (iv) any Loan Party or any of their respective ERISA Affiliates shall have been notified by the sponsor of a Multiemployer Plan that it has incurred or will be assessed Withdrawal Liability to such Multiemployer Plan and such entity does not have reasonable grounds for contesting such Withdrawal Liability or is not contesting such Withdrawal Liability in a timely and appropriate manner; or (v) any other event or condition shall occur or exist with respect to a Plan; and in each case in clauses (i) through (v) above, such event or condition, together with all other such events or conditions, if any, which could reasonably be expected to result in a Material Adverse Effect; or
(h) one or more final non-appealable judgments or decrees shall be entered against any Loan Party involving in the aggregate a liability of more than $20,000,000, and all such judgments or decrees shall not have been paid, vacated, discharged, stayed or bonded pending appeal within 30 days from the entry thereof; or
(i) any Loan Party shall be found responsible for (A) the release by any Loan Party, any of its Subsidiaries or any other Person of any Hazardous Substance into the environment, or (B) any violation of any Environmental Law or any federal, state or local health or safety law or regulation, which, in either case of clause (A) or (B), could reasonably be expected to have a Material Adverse Effect; or
(j) the guarantee contained in Section 1 of the Guarantee Agreement shall cease, for any reason, to be in full force and effect or any Loan Party or any Affiliate of any Loan Party shall so assert (excluding release of any Loan Party in accordance with the Loan Documents); or
(k) there shall occur any Change of Control of the Borrower; then, and in any such event, (A) if such event is an Event of Default specified in clause (i) or (ii) of paragraph (f) above with respect to the Borrower, automatically the Commitments shall immediately terminate and the Loans (with accrued interest thereon) and all other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the then outstanding Letters of Credit shall have presented the documents required thereunder) shall immediately become due and payable, and (B) if such event is any other Event of Default, Lessor may, without notice, exercise one either or more both of the following remediesactions may be taken: (1i) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower declare the Commitments to be terminated forthwith, whereupon the Commitments shall immediately terminate; and (ii) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower, declare the Loans (with accrued interest thereon) and all unpaid payments other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the then outstanding Letters of Credit shall have presented the documents required thereunder) to be due and payable forthwith, whereupon the same shall immediately become due and payable. With respect to all Letters of Credit with respect to which presentment for honor shall not have occurred at the time of an acceleration pursuant to this paragraph, the Borrower shall at such time deposit in a cash collateral account opened by the Administrative Agent an amount equal to the aggregate then undrawn and unexpired amount of such Letters of Credit. Amounts held in such cash collateral account shall be applied by the Administrative Agent to the payment of drafts drawn under such Letters of Credit, and the unused portion thereof after all such Letters of Credit shall have expired or been fully drawn upon, if any, shall be applied to repay other obligations of the Borrower hereunder and under the other Loan Documents. After all such Letters of Credit shall have expired or been fully drawn upon, all Reimbursement Obligations shall have been satisfied and all other obligations of the Borrower hereunder and under the other Loan Documents shall have been paid in full, the balance, if any, in such cash collateral account shall be returned to the Borrower (or such other Person as may be lawfully entitled thereto). Except as expressly provided above in this Section, presentment, demand, protest and all other notices of any kind are hereby expressly waived by the Borrower. On and after the occurrence of an Event of Default, the Administrative Agent shall apply all payments in respect of any Obligations in the following order: (i) first, to pay Obligations in respect of (A) any fees, expenses, reimbursements or indemnities then due to the Administrative Agent, (B) any fees (other than commitment fees and Letter of Credit fees), expenses, reimbursements or indemnities then due to the Lenders and Issuing Lenders and (C) to pay commitment fees, Letter of Credit fees and interest due in respect of Loans and Letters of Credit; (2ii) terminate second to the ratable payment or prepayment of principal outstanding on Loans and Letters of Credit; and (iii) third, to the ratable payment of all other Obligations. On or after the occurrence of an Event of Default, all principal payments in respect of Loans shall be applied, first, to repay outstanding ABR Loans and then to repay outstanding Term Benchmark Loans and, if applicable, RFR Loans, with those that have the earlier expiring Interest Period being repaid prior to those that have later expiring Interest Periods. The order of priority set forth in this Agreement as to any or all items of paragraph and the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms related provisions of this Agreement or are set forth solely to recover damages for determine the breach hereof, including attorneys' fees rights and any other expenses paid or incurred by Lessor in connection with the repossession priorities of the Equipment; (6) apply Administrative Agent, the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretionLenders, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)Issuing Lenders as among themselves. The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions order of priority set forth in clause (i) may be changed only with the Sale Terms prior written consent of the Administrative Agent and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:order of priority of payments in respect of Letters of Credit may be changed only with the prior written consent of the Issuing Lenders.
Appears in 1 contract
Events of Default Remedies. Each If any of the following events shall occur and be continuing:
(a) the Borrower shall fail to pay any principal of any Loan or Reimbursement Obligation when due in accordance with the terms hereof; or the Borrower shall fail to pay any interest on any Loan, Reimbursement Obligation, any fees hereunder or any other amount payable hereunder or under any other Loan Document within five (5) Business Days after any such interest, fees or other amounts becomes due in accordance with the terms hereof; or
(b) any representation or warranty made or deemed made by any Loan Party herein or in any other Loan Document or that is contained in any certificate, document or financial or other statement furnished by it at any time under or in connection with this Agreement or any such other Loan Document when made which shall be false or misleading when made if the same has a Material Adverse Effect; or
(c) any Loan Party shall default in the observance or performance of any covenant contained in Sections 6.3, 6.5, 6.6 or 6.9, or Section 7; or
(d) any Loan Party shall default in the observance or performance of any other covenant contained in this Agreement or any other Loan Document (other than as provided in paragraphs (a) through (c) of this Section 8), and such default shall continue unremedied for a period of thirty (30) days; or
(e) any Loan Party shall (i) default in making any payment of any principal of any Indebtedness (including any Contingent Obligation, but excluding the Loans and Non-Recourse Indebtedness) beyond any applicable period of grace, or (ii) default in making any payment of any interest on any such Indebtedness or Contingent Obligation set forth in clause (i) beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created, or (iii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Contingent Obligations set forth in clause (i) or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or beneficiary of such Indebtedness (or a trustee or agent on behalf of such holder or beneficiary) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or (in the case of any such Indebtedness constituting a Contingent Obligation) to become payable; provided, that a default, event or condition described in clause (i), (ii) or (iii) of this paragraph (e) shall not at any time constitute an "Event of Default": Default unless, at such time, one or more defaults, events or conditions of the type described in clauses (1i), (ii) failure by Lessee and (iii) of this paragraph (e) shall have occurred and be continuing with respect to make any payment within ten Indebtedness or Contingent Obligation the aggregate outstanding principal amount of which is $25,000,00030,000,000 or more; or
(10i) days after its due date; (2) failure by Lessee to perform Borrower or any other obligation Loan Party shall commence any case, proceeding or other action (A) under this Agreementany existing or future law of any jurisdiction, and domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets; or (ii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action of a nature referred to in clause (i) above that (A) results in the continuance entry of an order for relief or any such default adjudication or appointment or (B) remains undismissed or undischarged for ten a period of 60 days; or (10iii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets that results in the entry of an order for any such relief that shall not have been vacated, discharged, or stayed or bonded pending appeal within 60 days after written notice thereof by Lessor to Lesseefrom the entry thereof; or (3iv) Borrower or any material misrepresentation other Loan Party shall take any action in furtherance of, or false statement of fact by Lessee; (4) the lossindicating its consent to, theftapproval of, damageor acquiescence in, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipmentacts set forth in clause (i), (ii), or (iii) above; or (5v) Lessee's dissolution, termination of existence, discontinuance of business, insolvencyBorrower or any other Loan Party shall generally not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or (vi) or Borrower or any other Loan Party shall make a general assignment for the commencement benefit of its creditors; or
(g) (i) an ERISA Event shall have occurred, (ii) a trustee shall be appointed by a United States district court to administer any Pension Plan, (iii) the PBGC shall institute proceedings to terminate any Pension Plan(s), (iv) any Loan Party or any of their respective ERISA Affiliates shall have been notified by the sponsor of a Multiemployer Plan that it has incurred or will be assessed Withdrawal Liability to such Multiemployer Plan and such entity does not have reasonable grounds for contesting such Withdrawal Liability or is not contesting such Withdrawal Liability in a timely and appropriate manner; or (v) any other event or condition shall occur or exist with respect to a Plan; and in each case in clauses (i) through (v) above, such event or condition, together with all other such events or conditions, if any, which could reasonably be expected to result in a Material Adverse Effect; or
(h) one or more final non-appealable judgments or decrees shall be entered against any Loan Party involving in the aggregate a liability of more than $15,000,00020,000,000, and all such judgments or decrees shall not have been paid, vacated, discharged, stayed or bonded pending appeal within 30 days from the entry thereof; or
(i) any Loan Party shall be found responsible for (A) the release by any Loan Party, any of its Subsidiaries or any other Person of any bankruptcy proceedings by Hazardous Substance into the environment, or against(B) any violation of any Environmental Law or any federal, Xxxxxx. Xxxxxx acknowledges that state or local health or safety law or regulation, which, in either case of clause (A) or (B), could reasonably be expected to have a Material Adverse Effect; or
(j) the guarantee contained in Section 1 of the Guarantee Agreement shall cease, for any reason, to be in full force and effect or any Loan Party or any Affiliate of any Loan Party shall so assert (excluding release of any Loan Party in accordance with the Loan Documents); or
(k) there shall occur any Change of Control of the Borrower; then, and in any such event, (A) if such event is an Event of Default will substantially impair specified in clause (i) or (ii) of paragraph (f) above with respect to the lease value Borrower, automatically the Commitments shall immediately terminate and the Loans (with accrued interest thereon) and all other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the Equipment hereof. Upon then outstanding Letters of Credit shall have presented the occurrence of documents required thereunder) shall immediately become due and payable, and (B) if such event is any other Event of Default, Lessor may, without notice, exercise one either or more both of the following remediesactions may be taken: (1i) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower declare the Commitments to be terminated forthwith, whereupon the Commitments shall immediately terminate; and (ii) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower, declare the Loans (with accrued interest thereon) and all unpaid payments other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the then outstanding Letters of Credit shall have presented the documents required thereunder) to be due and payable forthwith, whereupon the same shall immediately become due and payable. With respect to all Letters of Credit with respect to which presentment for honor shall not have occurred at the time of an acceleration pursuant to this paragraph, the Borrower shall at such time deposit in a cash collateral account opened by the Administrative Agent an amount equal to the aggregate then undrawn and unexpired amount of such Letters of Credit. Amounts held in such cash collateral account shall be applied by the Administrative Agent to the payment of drafts drawn under such Letters of Credit, and the unused portion thereof after all such Letters of Credit shall have expired or been fully drawn upon, if any, shall be applied to repay other obligations of the Borrower hereunder and under the other Loan Documents. After all such Letters of Credit shall have expired or been fully drawn upon, all Reimbursement Obligations shall have been satisfied and all other obligations of the Borrower hereunder and under the other Loan Documents shall have been paid in full, the balance, if any, in such cash collateral account shall be returned to the Borrower (or such other Person as may be lawfully entitled thereto). Except as expressly provided above in this Section, presentment, demand, protest and all other notices of any kind are hereby expressly waived by the Borrower. On and after the occurrence of an Event of Default, the Administrative Agent shall apply all payments in respect of any Obligations in the following order: (i) first, to pay Obligations in respect of (A) any fees, expenses, reimbursements or indemnities then due to the Administrative Agent, (B) any fees (other than commitment fees and Letter of Credit fees), expenses, reimbursements or indemnities then due to the Lenders and Issuing Lenders and (C) to pay commitment fees, Letter of Credit fees and interest due in respect of Loans and Letters of Credit; (2ii) terminate second to the ratable payment or prepayment of principal outstanding on Loans and Letters of Credit; and (iii) third, to the ratable payment of all other Obligations. On or after the occurrence of an Event of Default, all principal payments in respect of Loans shall be applied, first, to repay outstanding Swingline Loans, next outstanding ABR Loans and then to repay outstanding Term Benchmark Loans and, if applicable, RFR Loans, with those that have the earlier expiring Interest Period being repaid prior to those that have later expiring Interest Periods. The order of priority set forth in this Agreement as to any or all items of paragraph and the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms related provisions of this Agreement or are set forth solely to recover damages for determine the breach hereof, including attorneys' fees rights and any other expenses paid or incurred by Lessor in connection with the repossession priorities of the Equipment; (6) apply Administrative Agent, the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretionLenders, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)Issuing Lenders as among themselves. The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions order of priority set forth in clause (i) may be changed only with the Sale Terms prior written consent of the Administrative Agent and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:order of priority of payments in respect of Letters of Credit may be changed only with the prior written consent of the Issuing Lenders.
Appears in 1 contract
Events of Default Remedies. Each In case anyone or more of the following events, herein termed “events of default”, shall constitute happen:
(a) the Shipowner fails to pay on the date due any payment of principal in respect of the Indebtedness hereby secured as provided herein or the Shipowner fails to pay within three (3) Business Days of the date due any payment of interest or any Commitment Commission or any other amount owing under the Subsidiaries Guaranty; or
(b) the statements in Article I shall prove to have been untrue when made in a material way; or
(c) a default in the due and punctual observance and performance of any of the provisions of Sections 2, 3, 7, 8, 9(b), 11, 12, 13(a), (b), (c), (e), (i), and (k), 16 or 17 of Article II hereof shall have occurred and be continuing; or
(d) a breach or omission in the due and punctual observance of any of the other covenants and conditions herein required to be kept and performed by the Shipowner and such breach or omission shall continue for 30 days after the day the Shipowner first knew or should have known of such breach or omission; or
(e) an "Event of Default"Default shall have occurred and be continuing under the Credit Agreement; or
(f) a payment default by the Borrower under any Interest Rate Protection Agreement or Other Hedging Agreement shall have occurred and be continuing; or
(g) any notice shall have been issued by the government or any bureau, department, officer, board or agency thereof of the country of registry of the Vessel to the effect that the Vessel is subject to cancellation from such registry or the certificate of registry of the Vessel is subject to revocation or cancellation for any reason whatsoever, and such notice shall not have been cancelled or annulled on or before seven (7) Business Days prior to the date set forth in such notice for such cancellation or revocation; or
(h) the Vessel shall be cancelled from the country of registry of the Vessel or the certificate of registry of the Vessel is revoked or cancelled for any reason whatsoever; then: the security constituted by this Mortgage shall become immediately enforceable and that without limitation, the enforcement remedies specified can be exercised irrespective of whether or not the Mortgagee has exercised the right of acceleration under the Credit Agreement or any of the other Credit Documents and the Mortgagee shall have the right to:
(1i) failure Declare all the then unpaid Indebtedness hereby secured to be due and payable immediately, and upon such declaration, the same shall become and be immediately due and payable provided, however, that no declaration shall be required if an Event of Default shall have occurred by Lessee reason of a Default under Section 10.05 of the Credit Agreement, then and in such case, the Indebtedness hereby secured shall become immediately due and payable on the occurrence of such Event of Default without any notice or demand;
(ii) Exercise all of the rights and remedies in foreclosure and otherwise given to make any payment within ten (10) days after its due date; (2) failure a mortgagee by Lessee to perform the provisions of the laws of the country of registry of the Vessel or of any other obligation under this Agreementjurisdiction where the Vessel may be found;
(iii) Bring suit at law, in equity or in admiralty, as it may be advised, to recover judgment for the Indebtedness hereby secured, and collect the continuance same out of any and all property of the Shipowner whether covered by this Mortgage or otherwise;
(iv) Take and enter into possession of the Vessel, at any time, wherever the same may be, without legal process and without being responsible for loss or damage and the Shipowner or other person in possession forthwith upon demand of the Mortgagee shall surrender to the Mortgagee possession of the Vessel;
(v) Without being responsible for loss or damage, the Mortgagee may hold, lay up, lease, charter, operate or otherwise use such Vessel for such time and upon such terms as it may deem to be for its best advantage, and demand, collect and retain all hire, freights, earnings, issues, revenues, income, profits, return premiums, salvage awards or recoveries, recoveries in general average, and all other sums due or to become due in respect of such default Vessel or in respect of any insurance thereon from any person whomsoever, accounting only for the net profits, if any, arising from such use of the Vessel and charging upon all receipts from the use of the Vessel or from the sale thereof by court proceedings or pursuant to subsection (vi) next following, all costs, expenses, charges, damages or losses by reason of such use; and if at any time the Mortgagee shall avail itself of the right herein given them to take the Vessel, the Mortgagee shall have the right to dock the Vessel, for a reasonable time at any dock, pier or other premises of the Shipowner without charge, or to dock her at any other place at the cost and expense of the Shipowner;
(vi) Without being responsible for loss or damage, the Mortgagee may sell the Vessel upon such terms and conditions as to the Mortgagee shall seem best, free from any claim of or by the Shipowner, at public or private sale, by sealed bids or otherwise, by mailing, by air or otherwise, notice of such sale, whether public or private, addressed to the Shipowner at its last known address and to any other registered mortgagee, twenty (20) calendar days prior to the date fixed for entering into the contract of sale and by first publishing notice of any such public sale for ten (10) days after written consecutive days, in daily newspapers of general circulation published in the City of New York, State of New York; in the event that the Vessel shall be offered for sale by private sale, no newspaper publication of notice thereof shall be required, nor notice of adjournment of sale; sale may be held at such place and at such time as the Mortgagee by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencynotice may have specified, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In adjourned by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated Mortgagee from time to time by Seller, in its sole discretionannouncement at the time and place appointed for such sale or for such adjourned sale, and can without further notice or publication the Mortgagee may make any such sale at the time and place to which the same shall be viewed so adjourned; and any sale may be conducted without bringing the Vessel to the place designated for such sale and in such manner as the Resources section of Seller’s website Mortgagee may deem to be for its best advantage, and the Mortgagee may become the purchaser at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)any sale. The Buyer hereby affirms Shipowner agrees that he/she has read any sale made in its entirety accordance with the terms of this paragraph shall be deemed made in a commercially reasonable manner insofar as it is concerned;
(vii) Require that all policies, contracts, certificates of entry and understands other records relating to the Supplemental Lease Terms and Conditions. The parties heretoinsurance with respect to the Vessel, Mobile Modular Management Corporationincluding, a California corporationbut not limited to, as seller those described in Article II, Section 13 hereof (the “SellerInsurances”) (including details of and buyer correspondence concerning outstanding claims) be forthwith delivered to or to the order of the Mortgagee;
(“Buyer”viii) Collect, as described recover, compromise and give a good discharge for any and all monies and claims for monies then outstanding or thereafter arising under the Insurances or in respect of the Sale Agreement in earnings or any requisition compensation and to permit any brokers through whom collection or recovery is effected to charge the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:usual brokerage therefor.
Appears in 1 contract
Events of Default Remedies. Each The occurrence of any of the following events or conditions shall constitute an "Event of Default": " hereunder:
(1a) failure by Lessee Sellers shall fail to make any payment within ten (10) days after its on this Note when due date; (2) and such failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default continues for ten (10) days after written notice thereof of such default is given by Lessor Buyers to LesseeSellers;
(b) Sellers or the Equity Owner (or any of their Affiliates) shall default in the observance or performance of any covenant or agreement contained in this Note or in any other Note Document (including any breach or nonperformance by Sellers of any representation, warranty, covenant or agreement made by Sellers under the terms of the Purchase Agreement) and such default shall continue uncured for a period of thirty (30) days after written notice of such default is given by Buyers to Sellers (the "Default Notice"), provided, however, that should such default not be susceptible of cure within such thirty (30) day period so long as Seller is diligently prosecuting curing such default, and such cure is effected within ninety (90) days of the Default Notice, no default shall be deemed to have occurred hereunder;
(c) Sellers or the Equity Owner shall: (i) file a voluntary petition or assignment in bankruptcy or a voluntary petition or assignment or answer seeking liquidation, reorganization, arrangement, readjustment of its debts, or any other relief under the Bankruptcy Reform Act of 1978, as amended (the "Bankruptcy Code"), or under any other act or law pertaining to insolvency or debtor relief, whether state, federal, or foreign, now or hereafter existing; (3ii) enter into any material misrepresentation agreement indicating consent to, approval of, or false statement of fact by Lesseeacquiescence in, any such petition or proceeding; (4iii) apply for or permit the appointment, by consent or acquiescence, of a receiver, custodian or trustee of all or a substantial part of its property; or (iv) make a general assignment for the benefit of its creditors;
(d) There occurs (i) a filing or issuance against Sellers or the Equity Owner or an involuntary petition in bankruptcy or seeking liquidation, reorganization, arrangement, readjustment of its debts or any other relief under the Bankruptcy Code, or under any other act or law pertaining to insolvency or debtor relief, whether state, federal or foreign, now or hereafter existing; (ii) the lossinvoluntary appointment of a receiver, theftliquidator, damage, destruction custodian or trustee of Sellers or the attempted sale Equity Owner or encumbrance for all or a substantial part of its property; or (iii) the issuance of a warrant of attachment, execution or similar process against all or any substantial part of the property of Sellers or the Equity Owner; provided that in each case (subsections (d)(i), (d)(ii) or (d)(iii)) such shall not have been discharged (or provision shall not have been made for such discharge), or stay of execution thereof shall not have been procured, within sixty (60) days from the date of entry thereof;
(e) If any representation or warranty made by Xxxxxx of Sellers or the Equity Owner herein or in any of the Equipment; other Note Documents at any time under or in connection herewith, shall prove to have been incorrect in any material respect on or as of the date made or deemed made;
(5f) Lessee's The dissolution, termination of existencesuspension, discontinuance of business, insolvencybusiness of Sellers or the Equity Owner;
(g) If Sellers or the Equity Owner shall sell all, or substantially all, of their assets (other than to Buyers); or
(h) If Sellers or the commencement Equity Owner suffers involuntarily a change in control, or permits a change in control, of any bankruptcy proceedings Sellers or the Equity Owner's equity interests, or if Sellers or the Equity Owner is a party to a merger or consolidation that is not permitted by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereofBuyers. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of and during the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver continuance of any Event of Default hereunder, any and all of the indebtedness evidenced by this Note (including the outstanding Principal and all unpaid Interest accrued thereon) may be immediately declared due and payable and thereupon shall not constitute a waiver become immediately due and payable in full, and Buyers shall have all of the rights and remedies described herein (or in the Purchase Agreement) and may exercise any other and all such remedies in their sole discretion. Further, Sellers hereby agree to pay all reasonable and actual out-of-pocket costs and expenses, including reasonable attorneys' fees, incurred by Buyers following an Event of Default in the collection of the indebtedness evidenced by this Note or in enforcing any of any term or condition the rights, powers, remedies and privileges of this AgreementBuyers hereunder. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to timeInterest on such costs shall accrue at 9.5% per annum. In the event that any payment of repossessionany outstanding Principal of, Lessee waives Interest on or other amount due under this Note is not paid when due (taking into account any bond posting requirement. Lease Terms grace period), whether by reason of maturity, acceleration or otherwise, and Conditionsthis Note is placed in the hands of an attorney or attorneys for collection, Rev. 07/01/2022 The Sale Agreement or if this Note is subject placed in the hands of any attorney or attorneys for representation of Buyers in connection with bankruptcy or insolvency proceedings related to or affecting this Note, Sellers hereby promise to pay to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Sellerorder of Buyers, in its sole discretionaddition to all other amounts otherwise due on, under or in respect of this Note, the costs and can expenses of such collection and representation, including, without limitation, reasonable attorneys' fees and expenses (whether or not litigation shall be viewed commenced in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contracttermsaid thereof). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:Interest on such costs shall accrue at 9.5% per annum.
Appears in 1 contract
Events of Default Remedies. Each The occurrence of any one of the following shall constitute a default (each an "“Event of Default"”) by Borrower under this Agreement: (1a) failure by Lessee if Borrower shall fail to make pay any payment (i) principal amount of any Advance, when due and payable, or declared due and payable, or (ii) interest on any Advance within ten five (105) days after its the date on which such payment of interest shall become due dateand payable, or declared due and payable; (2b) failure by Lessee if Borrower shall fail to perform pledge additional Auction Rate Securities as required under Section 8(b) above; (c) if Borrower or Guarantor shall default in the performance or observance of any other obligation of their obligations under this Agreement or any of the other Credit Documents, and such default shall remain uncured for a period of fifteen (15) days after notice from Lender; (d) if any representation, warranty, statement, report or certificate made or delivered by Borrower or Guarantor, or any of their officers, employees or agents, to Lender is not true and correct in any material respect when made or deemed made; (e) If Borrower or Guarantor shall (i) become insolvent, (ii) not be paying its debts generally as such debts become due, (iii) make an assignment for the benefit of creditors or cause or suffer any of their respective assets to come within the possession of any receiver, trustee or custodian, (iv) have a petition filed by or against Borrower or Guarantor under the Bankruptcy Reform Act of 1978, as amended, or any similar law or regulation, (v) have any of its assets attached, seized or levied upon, or (vi) otherwise become the subject of any insolvency or creditor enforcement proceedings, provided however, that any involuntary petition or other proceeding against Borrower or Guarantor shall not be an Event of Default unless an order for relief is entered or such proceeding remains undismissed for at least sixty (60) days; (f) if Borrower or Guarantor shall default in the payment, when due, whether by acceleration or otherwise, of any indebtedness of Borrower in excess of $1,000,000, and such default is declared and is not cured within the time, if any, specified there for in any agreement governing the same, or any event or condition shall occur which results in the acceleration of the maturity of any such Indebtedness of Borrower; (g) if one or more judgments or decrees shall be entered against Borrower or Guarantor involving, individually, or in the aggregate, a liability of $1,000,000 or more and such judgments or decrees shall not have been satisfied, vacated, discharged or stayed pending appeal within thirty (30) days after the entry thereof; or (h) if this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencyNote, or the commencement of any bankruptcy proceedings other Credit Documents executed by Borrower or againstGuarantor at any time after their respective execution and delivery, Xxxxxx. Xxxxxx acknowledges that shall cease to be in full force and effect, shall be declared null and void, shall be revoked or terminated or shall be subject to any Event of Default will substantially impair the lease value of the Equipment hereofcontest by Borrower or Guarantor as to their validity and/or enforceability, for any reason, or if Borrower or Guarantor shall for any reason deny any further liability to Lender hereunder and thereunder. Upon the occurrence and during the continuance of any Event of Default, Lessor mayBorrower may not request any Advance under this Agreement, Lender may then forthwith cease making Advances to or for the benefit of Borrower under this Agreement without any notice to Borrower, and Lender may terminate this Agreement; provided that this Agreement shall automatically terminate, and all amounts Borrower owes Lender hereunder and under the Note shall become due, without noticeany notice should an order for relief be entered with respect to Borrower under the United States Bankruptcy Code. Upon an Event of Default, with notice by Lender to or demand by Lender of Borrower, Lender may declare all Advances to be immediately due and payable. Lender, in its sole discretion, upon the occurrence of and during the continuance of an Event of Default may exercise one or more of the following remedies: (1) declare all unpaid payments rights and remedies accruing to Lender under this Agreement or the other Credit Documents, and/or applicable law upon default by Borrower, including, without limitation, the right to be immediately due set off and/or reduce to cash and payable; (2) terminate this Agreement as apply to the payment of any or all items of Borrower’s obligations, any monies, reserves, deposits, certificates of deposit, deposit accounts and interest and dividends thereon, securities, investment property, cash and other property in the Equipment; (3) take possession of or under the Equipment wherever found, and for this purpose enter upon control of Lender or any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of SellerLender’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:affiliates.
Appears in 1 contract
Events of Default Remedies. Each of the following shall constitute an "Event
Section 10. 01Events of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one One or more of the following remediesevents shall constitute an “Event of Default”:
(1i) declare all unpaid payments Borrower shall default in the payment or prepayment when due of any principal of any Loan, (ii) Borrower shall default in the payment or prepayment when due of any interest on any Loan or any reimbursement obligation for a disbursement made under this Agreement to be immediately any Letter of Credit, or any fees or other amount payable by it hereunder or under any other Loan Document; or (iii) Borrower shall default in making any payment when due and payable; (2) terminate this Agreement as to under any or all items of the Equipment; (3) take possession of the Equipment wherever foundHedging Agreement, and such default shall continue for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; five (5) proceed by appropriate action either Business Days; or
(b) Borrower or any Subsidiary shall fail to make any payment when due of any principal of or interest on any of its other Material Debt and such failure to pay shall extend beyond any applicable period of grace, or any event specified in law any note, agreement, indenture or other document evidencing or relating to any such Debt shall occur if the effect of such event is to cause, or (with the giving of any notice or the lapse of time or both) to permit the holder or holders of such Material Debt (or a trustee or agent on behalf of such holder or holders) to cause, such Material Debt to become due prior to its stated maturity; or
(c) any representation, warranty or certification made or deemed made herein or in equity any other Loan Document by Borrower or any Guarantor, or any certificate furnished to enforce any Lender or Agent pursuant to the provisions hereof or any other Loan Document, shall prove to have been false or misleading as of the time made or furnished in any material respect (except to the extent qualified by materiality or Material Adverse Effect, in which case, in any respect); or
(d) Borrower shall:
(i) default in the performance of any of its obligations under Article IX, Section 8.01(a) through (g), Section 8.02, Section 8.07, Section 8.11, Section 8.12 or Section 8.17; or
(ii) default in the performance of any of its obligations under Article VIII (except Section 8.01(a) through (f), Section 8.02, Section 8.07, Section 8.11, Section 8.12 or Section 8.17), any other Article of this Agreement (except Article IX) or any other Loan Document (other than the payment of amounts due which shall be governed by Lessee Section 10.01(a)) and any of the preceding defaults in this subsection (d)(ii) shall continue unremedied for a period of thirty (30) days after the earlier to occur of (i) notice thereof to Borrower by Agent or any Lender, or (ii) a Responsible Officer of Borrower otherwise becoming aware of such default; or
(e) any Guarantor shall default in the performance of any of its obligations under its Guaranty Agreement or any other Loan Document to which it is a party (other than the payment of amounts due, which shall have no grace period) and such default shall continue unremedied for a period of thirty (30) days after the earlier to occur of (i) notice thereof to Borrower and such Guarantor by Agent or any Lender (through Agent), or (ii) a Responsible Officer of Borrower or any Guarantor otherwise becoming aware of such default; or
(f) Borrower shall admit in writing its inability to, or be generally unable to, pay its debts as such debts become due; or
(g) Parent or Borrower shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee or liquidator of itself or of all or a substantial part of its property, (ii) make a general assignment for the benefit of its creditors, (iii) commence a voluntary case under the Federal Bankruptcy Code (as now or hereafter in effect), (iv) file a petition seeking to take advantage of any other law relating to bankruptcy, insolvency, reorganization, winding-up, liquidation or composition or readjustment of debts, (v) fail to controvert in a timely and appropriate manner, or acquiesce in writing to, any petition filed against it in an involuntary case under the Federal Bankruptcy Code (or comparable Canadian bankruptcy law with respect to Parent), or (vi) take any corporate action for the purpose of effecting any of the foregoing; or
(h) a proceeding or case shall be commenced, without the application or consent of Parent or Borrower, in any court of competent jurisdiction, seeking (i) its liquidation, reorganization, dissolution or winding-up, or the composition or readjustment of its debts, (ii) the appointment of a trustee, receiver, custodian, liquidator or the like of Parent or Borrower of all or any substantial part of its assets, or (iii) similar relief in respect of Parent or Borrower under any law relating to bankruptcy, insolvency, reorganization, winding-up, or composition or adjustment of debts, and such proceeding or case shall continue undismissed, or an order, judgment or decree approving or ordering any of the foregoing shall be entered and continue unstayed and in effect, for a period of sixty (60) days; or (iv) an order for relief against Parent or Borrower shall be entered in an involuntary case under the Federal Bankruptcy Code (or comparable Canadian bankruptcy law with respect to Parent); or
(i) a judgment or judgments for the payment of money in excess of the Threshold Amount in the aggregate shall be rendered by a court against Borrower or any Subsidiary and the same shall not be discharged (or provision shall not be made for such discharge), or a stay of execution thereof shall not be procured, within ninety (90) days from the date of entry thereof and Borrower or such Subsidiary shall not, within said period of ninety (90) days, or such longer period during which execution of the same shall have been stayed, appeal therefrom and cause the execution thereof to be stayed during such appeal; or
(j) the Loan Documents, or any material terms or provisions thereof, after delivery thereof shall for any reason, except to the extent permitted by the terms thereof, cease to be in full force and effect and valid, binding and enforceable in accordance with their terms, or cease to create a valid and perfected Lien of the priority required thereby on any of the Collateral purported to be covered thereby, except to the extent permitted by the terms of this Agreement Agreement, or to recover damages for the breach hereof, including attorneys' fees and Borrower shall so state any other expenses paid or incurred by Lessor in connection with the repossession of the Equipmentforegoing in writing; or
(6k) apply a Change of Control occurs;
(l) any Guarantor takes, suffers or permits to exist any of the security deposit specified events or conditions referred to in this Agreement subsection ("Security Deposit"f), (g), (h) to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against or (i) or if any damages sustained by Lessor; and/or (7) recover the replacement cost provision of any Equipment which Lessor is unable Guaranty Agreement related thereto shall for any reason cease to repossess. Lessor's waiver be valid and binding on any Guarantor or if any Guarantor shall so state in writing, or
(m) the dissolution of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this AgreementGuarantor. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:
Appears in 1 contract
Events of Default Remedies. Each If any of the following events shall occur and be continuing:
(i) The Company and the Mortgagor Subsidiaries shall fail to pay any principal when due of the Note in accordance with the terms thereof or hereof; or (ii) the Company and the Mortgagor Subsidiaries shall fail to pay any interest due on the Note or any other amount payable hereunder or under any other Transaction Document, thereby giving rise to a Default, and fail to cure such Default within five (5) days after any such interest or other amount becomes due in accordance with the terms thereof or hereof; provided, however, if any event described in this Section 8.1(a)(ii) shall occur and be continuing, it shall not constitute an "Event of Default until and unless the Lender provides the Company with a written declaration that such event constitutes an Event of Default; or
(b) Any representation or warranty made or deemed made by the Company or any of its Subsidiaries herein or in any other Transaction Document or which is contained in any certificate, document or financial or other statement furnished at any time under or in connection with this Agreement shall prove to have been incorrect in any material respect on or as of the date made or deemed made; or
(c) The Company shall default in the observance or performance of any agreement contained in Section 7; or
(d) The Company or any Subsidiary shall default in the observance or performance of any other agreement contained in this Agreement (other than as provided in paragraphs (a) through (c) of this Section) or in any other Transaction Document, and such default shall continue unremedied for a period of thirty (30) days; or
(e) The Company shall fail to pay any obligations under the Foothill Loan Documents or any principal of or interest on any Unsecured Cash Flow Notes (whether at scheduled maturity or by required prepayment, acceleration, demand or otherwise) and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such obligation under the Foothill Loan Documents or any Unsecured Cash Flow Notes; or
(f) Any Foothill Debt or any Unsecured Cash Flow Notes shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; or
(g) Any Subsidiary of the Company shall fail to pay any principal of, or interest on, any Indebtedness or any Guarantee Obligation (other than any Guarantee Obligation created pursuant to any Transaction Document) in excess of $1,000,000, when due and payable (whether at scheduled maturity or by required prepayment, acceleration, demand or otherwise) and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument under which such Indebtedness or Guarantee Obligation was created and, if such agreement or instrument permits the acceleration of the maturity of such Indebtedness or Guarantee Obligation as a result of such failure, such Indebtedness or Guarantee Obligation shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; or any such Indebtedness or Guarantee Obligation shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity; or
(h) The Company shall (i) default in any payment of principal of or interest on any Indebtedness (other than the Notes the Foothill Debt, or any Unsecured Cash Flow Notes) or in the payment of any Guarantee Obligation in excess of $1,000,000, beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness or Guarantee Obligation was created; or (ii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Guarantee Obligation or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Guarantee Obligation (or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or such Guarantee Obligation to become payable; or
(i) The Company or any of its Subsidiaries shall commence any case, proceeding or other action (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian or other similar official for it or for all or any substantial part of its assets, or the Company or any of its Subsidiaries shall make a general assignment for the benefit of its creditors, or (ii) there shall be commenced against the Company or any of its Subsidiaries any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of 60 days, or (iii) there shall be commenced against the Company or any of its Subsidiaries any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within 60 days from the entry thereof, or (iv) the Company or any of its Subsidiaries shall take any action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the acts set forth in clauses (i), (ii), or (iii) above, or (v) the Company or any of its Subsidiaries shall generally not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due, provided that the Company or any of its Subsidiaries may admit in writing that it is "insolvent" as such term is defined in, and for purposes of, Section 108(a)(1)(8) of the Code, or (vi) the Company or any of its Subsidiaries shall cause to be reinstated the Reorganization Proceedings; or
(j) The Confirmation Order shall be reversed, withdrawn, modified (in any manner adverse to the Company or any of its Subsidiaries), or any rehearing shall be ordered with respect thereto by the Bankruptcy Court or by any court having jurisdiction over the Company; or
(i) There occurs one or more events or conditions described in Section 4.12 which individually or in the aggregate result in liability of the Company or any Commonly Controlled Entity in excess of $4,600,000; or the present value of all accrued benefits under each Single Employer Plan (based on the reasonable assumptions used by the independent actuary for such Plan for purposes of establishing the minimum funding requirements under Section 412 of the Code), as of the last annual valuation date, exceed the value of the assets of such plan allocable to such accrued benefits, individually or in the aggregate for all Single Employer Plans with respect to which the value of the assets exceed the present value of the accrued benefits, by more than $4,600,000; or
(l) One or more judgments or decrees shall be entered against the Company or any of its Subsidiaries involving in the aggregate a liability (not paid or fully covered by insurance) of $500,000 or more in the case of the Company or any of its Subsidiaries and all such judgments or decrees shall not have been vacated, discharged, stayed or bonded pending appeal within 60 days from the entry thereof; or
(i) The Subsidiary Guaranty or any Security Document shall cease, for any reason, to be in full force and effect or the Company or any of its Subsidiaries, as the case may be, party thereto shall so assert in writing, or (ii) any Security Document shall cease to be effective to grant a perfected Lien on the collateral described therein with the priority purported to be created thereby (other than as a result of any action or inaction on the part of the Lender or their agents or bailees or other than with respect to Collateral having an aggregate value of $100,000 or less); or
(n) Other than Secured Creditor or any Affiliate of Secured Creditor and any Person acting in concert with Secured Creditor or any Affiliate of Secured Creditor, any Person that is not a transferee of Secured Creditor or of any Affiliate of Secured Creditor or two or more such Persons acting in concert shall have acquired beneficial ownership (within the meaning of Rule 13d-3 of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended) of 30% or more of the outstanding Capital Stock of the Company, or fewer than [ONE] member of the Board of Directors of the Company shall be a designee of the Lender, other than as a result of the Lender's failure to nominate a successor to a designee who has resigned or been removed for cause; or
(o) Any event or change shall occur that has caused or evidences, either in any case or in the aggregate, a Material Adverse Effect; or
(p) The Total Unsecured Claims shall exceed $1.5 Billion; then, and in any such event: (1A) failure by Lessee to make any payment within ten if such event is an Event of Default specified in clause (10i), (ii), (iv), (v) days after its due date; or (2vi) failure by Lessee to perform any of Section 8.1(i) above, automatically the principal amount of the Note (with accrued interest thereon) and all other obligation amounts owing under this AgreementAgreement and the Note shall immediately become due and payable in full, which amount shall accrue interest at the Default Rate as well before as after judgment, and the continuance Lender and Collateral Agent shall have all rights and remedies given to the Lender and Collateral Agent pursuant to the Security Documents and all rights of a secured party, mortgagee and pledgee under applicable law, all of which rights and remedies shall be cumulative and non-exclusive, to the extent permitted by law; and (B) if such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) event is any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any other Event of Default, Lessor the Lender may, without noticeby notice of default to the Company, exercise one or more declare the principal amount of the following remedies: Note (1with accrued interest thereon) declare and all unpaid payments other amounts owing under this Agreement and the Note to be immediately due and payable; (2) terminate this Agreement payable in full, which amount shall accrue interest at the Default Rate as to any or all items of the Equipment; (3) take possession of the Equipment wherever foundwell before as after judgment, and for this purpose enter upon any premises of Lessee the Lender and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees Collateral Agent shall have all rights and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject remedies given to the Supplemental Sale Terms Lender and ConditionsCollateral Agent pursuant to the Security Documents and all rights of a secured party, mortgagee and pledgee under applicable law, all of which are hereby incorporated rights and remedies shall be cumulative and non-exclusive, to the extent permitted by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:law.
Appears in 1 contract
Samples: Secured Note Agreement (Atlantic Gulf Communities Corp)
Events of Default Remedies. Each If Tenant shall at any time: (a) be in default in the payment of rental or any other charges hereunder or in the performance of any of the following covenants of this Lease, and Tenant shall constitute an "Event of Default": (1) failure by Lessee fail to make any payment remedy such default within ten (10) days after its due datereceipt of written notice thereof (for the first default in any twelve (12) month period; (2) failure by Lessee thereafter, for any subsequent default during such period Tenant shall be deemed to perform any other obligation under this Agreement, and the continuance of be default Tenant fails to remedy such default for within ten (10) days from the original due date therefor, without any written notice from Landlord) from Landlord if such default is as to payment of Minimum Rent, ten (10) days after receipt of written notice thereof by Lessor to Lessee(for the first default in any twelve (12) month period; (3) thereafter, for any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement subsequent default during such period Tenant shall be deemed to be immediately in default if Tenant fails to remedy such default within ten (10) days from the original due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipmentdate therefor, without any liability to Lessee; (4written notice from Landlord) direct Lessee at its expense to promptly prepare if such default is the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event charges, or within thirty (30) days after receipt of Default written notice thereof if such default nonmonetary (but Tenant shall not be deemed in default if it commences to remedy such default within said thirty (30) day period and proceeds therewith' with due diligence), or (b) proceedings under the Bankruptcy Code shall be instituted by or against Tenant and the same shall not be dismissed by the Court within ninety (90) days after being filed, or if Tenant shall make an assignment for the benefit of creditors, or if a receiver of any term property of Tenant or condition upon the Premises be appointed any action, suit or proceeding by or against Tenant and not removed within sixty (60) days after appointment, or any event shall happen (other than a permitted assignment or sublease hereunder) which, aside from this provision, would cause any assignment or devolution of Tenant's interest or occupancy hereunder by operation of law; (c) the interest of Tenant the Premises shall be sold under execution or other legal process; (d) commit waste upon the Premises; (e) fail to vacate the Premises immediately upon termination of this Agreement. No right Lease, by lapse of time or remedy referred otherwise; Landlord may by notice to herein is intended to be exclusive and each may be exercised concurrently Tenant, this Lease, or separately and from time to time. In without terminating this Lease, re-enter the event of repossessionPremises by summary proceedings, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:proceedings in
Appears in 1 contract
Samples: Lease Agreement
Events of Default Remedies. Each If any of the following events shall occur and be continuing:
(a) The Company shall fail to pay any principal when due of any Note in accordance with the terms thereof or hereof; or the Company shall fail to pay any interest due on any Note or any other amount payable hereunder, thereby giving rise to a Default, and fail to cure such Default within five (5) days after any such interest or other amount becomes due in accordance with the terms thereof or hereof; provided. however, if any event described in this Section 8.1(a) shall occur and be continuing, it shall not constitute an "Event of Default until and unless the Agent provides the Company with a written declaration that such event constitutes an Event of Default": ; or
(1b) failure Any representation or warranty made or deemed made by Lessee to make the Company or any payment within ten (10) days after of its due date; (2) failure by Lessee to perform Subsidiaries herein or in any other obligation Secured Floating Rate Note Document or which is contained in any certificate, document or financial or other statement furnished at any time under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession this Agreement shall prove to have been incorrect in any material respect on or as of the Equipmentdate made or deemed made; or
(6c) apply The Company shall default in the security deposit specified observance or performance of any agreement contained in Section 7; or
(d) The Company or any Subsidiary shall default in the observance or performance of any other agreement contained in this Agreement ("Security Deposit"other than as provided in paragraphs (a) through (c) of this Section) or in any other Secured Floating Rate Note Document, and such default shall continue unremedied for a period of thirty (30) days; or
(e) Company shall fail to pay any obligations under the Revolving Loan Agreement or any principal of or interest on any Public Debt Securities (whether at scheduled maturity or by required prepayment, acceleration, demand or otherwise) and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such obligation under the Revolving Loan Agreement or any Public Debt Securities; or
(f) Any Revolving Loan or any Public Debt Securities shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; or
(g) Any Subsidiary of Company shall fail to pay any principal of, or interest on, any Indebtedness or any Guarantee Obligation (other than any Guarantee Obligation created pursuant to any Secured Floating Rate Note Document) in excess of $1,000,000, when due and payable (whether at scheduled maturity or by required prepayment, acceleration, demand or otherwise) and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument under which such Indebtedness or Guarantee Obligation was created and, if such agreement or instrument permits the acceleration of the maturity of such Indebtedness or Guarantee Obligation as a result of such failure, such Indebtedness or Guarantee Obligation shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; or any such Indebtedness or Guarantee Obligation shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity; or
(h) The Company shall (i) default in any payment of Lessor's costsprincipal of or interest on any Indebtedness (other than the Notes, expenses and attorney fees the Revolving Loans, or any Public Debt Securities) or in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost payment of any Equipment Guarantee Obligation in excess of $1,000,000, beyond the period of grace, if any, provided in the instrument or agreement under which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver such Indebtedness or Guarantee Obligation was created; or (ii) default in the observance or performance of any other Event agreement or condition relating to any such Indebtedness or Guarantee Obligation or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of Default which default or other event or condition is to cause, or permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Guarantee Obligation (or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or such Guarantee Obligation to become payable; or
(i) The Company or any of its Subsidiaries shall commence any case, proceeding or other action (A) under any existing or future law of any term jurisdiction, domestic or condition foreign, relating to bankruptcy, insolvency, reorganization or relief of this Agreement. No right debtors, seeking to have an order for relief entered with respect to it, or remedy referred seeking to herein is intended to be exclusive and each may be exercised concurrently adjudicate it a bankrupt or separately and from time to time. In the event of repossessioninsolvent, Lessee waives any bond posting requirement. Lease Terms and Conditionsor seeking reorganization, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditionsarrangement, which are hereby incorporated by reference in their entiretyadjustment, as updated from time to time by Sellerwinding-up, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:liquidation,
Appears in 1 contract
Samples: Secured Floating Rate Note Agreement (Atlantic Gulf Communities Corp)
Events of Default Remedies. Paragraph 11 of the Agreement is hereby deleted and replaced with the following provisions of this Section 14 and the provisions of Section 15 of this Annex I below: Each of the following shall constitute an "Event of Default": " under the Agreement and this Annex I:
(1i) failure by Lessee to make any payment within ten Either (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4A) the lossTransaction Documents shall for any reason not cause, theftor shall cease to cause, damage, destruction or Buyer to be the attempted sale or encumbrance by Xxxxxx owner free of any adverse claim of any of the Equipment; Portfolio Collateral, or (5B) Lessee's dissolutionif a Transaction is recharacterized as a secured financing, the Transaction Documents with respect to any Transaction shall for any reason cease to create a valid first priority security interest in favor of Buyer in any of the Purchased Loans;
(ii) in the event that the Buyer or any of its Affiliates is a party to any Hedging Transaction and a default or breach occurs thereunder on the part of Seller or any of its Affiliates which results in the early termination of existence, discontinuance of business, insolvency, such Hedging Transaction or otherwise is not cured within the commencement of any bankruptcy proceedings by cure period for such default or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments breach provided under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth of such Hedging Transaction;
(iii) failure of Buyer to receive on any Remittance Date the accreted value of the Price Differential (less any amount of such Price Differential previously paid by Seller to Buyer) (including, without limitation, in the Sale Terms event the Income paid or distributed on or in respect of the Purchased Loans into the Cash Management Account is insufficient to make such payment and ConditionsSeller does not make such payment or cause such payment to be made);
(iv) failure of Buyer to receive the Repurchase Price for any Purchased Loans on the date the same is due under the Agreement (whether on the Repurchase Date, attached hereto Early Repurchase Date or otherwise as Attachment Aprovided herein);
(v) failure of Seller to make any other payment (i.e., a payment of a type not specified in any other clause of this Section 14) owing to Buyer which has become due, whether by acceleration or otherwise under the terms of the Agreement which failure is not remedied within the applicable period (in the case of a failure pursuant to Paragraph 4) or five Business Days after written notice from Buyer to Seller (in the case of any other such failure);
(vi) any governmental, regulatory, or self-regulatory authority shall have taken any action to remove, limit, restrict, suspend or terminate the rights, privileges, or operations of Seller, which are hereby incorporated suspension has a material adverse effect on the financial condition or business operations of Seller, taken as a whole;
(vii) Buyer shall have determined, in the exercise of its good faith business judgment, (A) that there has been a material adverse change in the business, operations, corporate structure or financial condition, creditworthiness or prospects, taken as a whole, of either of Seller or Sponsor; (B) that Seller or Sponsor will not meet or has breached any of its obligations under any Transaction pursuant to any of the Transaction Documents; or (C) that a material adverse change in the financial or legal condition of Seller or Sponsor may occur due to the pendency or threatened pendency of a material legal action against Seller or Sponsor;
(viii) a Change of Control shall have occurred;
(ix) an Act of Insolvency shall have occurred with respect to Seller or Sponsor;
(x) any representation made by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized Seller to execute and commit Buyer shall have been incorrect or untrue in any material respect when made or repeated or deemed to this Sale Agreement have been made or repeated;
(xi) Sponsor shall have defaulted or failed to perform under the Guaranty;
(xii) a final judgment or judgments by any competent court(s) in the United States of America for the above named Sale. Mobile Modular Management Corporation Signature: Signature:payment of money in an aggregate amount (as to all such outstanding judgments) greater than $250,000 (in the case of Seller) or $5,000,000 (in the case of Sponsor) shall have been rendered against Seller or Sponsor, and remained undischarged or unpaid for a period of thirty (30) days, during which period execution of such judgment is not effectively stayed;
(xiii) if Seller shall breach or fail to perform any of the terms, covenants, obligations or conditions of the Agreement, other than as specifically otherwise referred to in this definition of "Event of Default", and such breach or failure to perform is not remedied within five (5) Business Days after notice thereof to Seller from Buyer or its successors or assigns or, as to any breach or failure to perform which by its nature cannot be remedied with the payment of money and which is capable of being cured within thirty (30) days after the occurrence such breach or failure but not within five (5) Business Days, such longer period of time as is reasonably necessary to effectuate a cure, not to exceed thirty (30) days after notice of such breach or failure is given to Seller by Buyer, so long as Seller is diligently acting to remedy such breach or failure during such period of cure;
(xiv) Buyer shall have determined, in the exercise of its good faith business judgment, that Seller's Differential Coverage Ratio is less than 1.50:1.00;
(xv) if the ratio of the Consolidated Total Indebtedness of Sponsor to the Consolidated Tangible Net Worth of Sponsor shall exceed the Maximum Leverage Ratio;
(xvi) if the Consolidated Tangible Net Worth of Sponsor shall at any time be less than the Minimum Net Worth Amount;
(xvii) Seller or Sponsor shall have defaulted or failed to perform under any other note, indenture, loan agreement, guaranty, swap agreement or any other contract, agreement or transaction to which it is a party, which default (A) involves the failure to pay a matured obligation or matured obligations aggregating (among all such matured obligations in excess of $250,000 (in the case of Seller) or $5,000,000 (in the case of Sponsor), or (B) permits the acceleration of the maturity of obligations by any other party to or beneficiary of such note, indenture, loan agreement, guaranty, swap agreement or other contract agreement or transaction, or Seller or Sponsor shall breach any covenant or condition, shall fail to perform, admits its inability to perform or state its intention not to perform its obligations under any Transaction or in respect of any repurchase agreement, reverse repurchase agreement, securities contract or derivative transaction with any party.
Appears in 1 contract
Events of Default Remedies. Each The occurrence of any one or more of --------------------------- the following events shall constitute an "Event of Default": " as that term is used ---------------- herein, and any default which may occur hereunder shall constitute a default under each of the other Loan Documents:
(1a) failure by Lessee to make If any payment installment of principal or interest on the Loan is not paid within ten (10) days following Borrowers receipt of written notice after its the same becomes due date; and payable as required herein;
(2b) failure If default shall be made by Lessee to perform Borrower in the due performance of any other obligation under this Agreementcovenant, and the continuance of agreement or condition herein contained or required to be performed or observed by Borrower, provided, however, that if such default for ten is -------- ------- not a default otherwise described in this Section 6.1 and such default is cured within thirty (1030) days after Bank mails written notice thereof to Borrower of such default, then the same shall not constitute an Event of Default;
(c) If any representation, warranty, statement, report or certificate contained herein, in any of the Loan Documents or contained in any other item furnished to Bank by Lessor or on behalf of Borrower in connection with the Loan shall prove to Lessee; (3) be in any material misrepresentation respect incorrect;
(d) If any Obligor defaults in the performance of its obligations under any of the other Loan Documents, or false statement if a default or an event of fact by Lessee; (4) default shall otherwise occur under the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx terms of any of the Equipmentother Loan Documents which is not cured within the applicable cure period, if any, provided in said documents;
(e) If any Obligor shall: (i) file a voluntary petition in bankruptcy or for arrangement, reorganization or other relief under any chapter of the Federal Bankruptcy Code or any similar Law, state or federal, now or hereafter in effect; or (5ii) Lessee's dissolutionfile an answer or other pleading in any proceedings admitting insolvency, termination bankruptcy, or inability to pay its debts as they mature; or (iii) not cause to be vacated within sixty (60) days after the filing against it, any involuntary proceedings under the Federal Bankruptcy Act or similar Law, state or federal, now or hereafter in effect, or any order appointing a receiver, trustee or liquidator for it or for all or a major part of existence, discontinuance its property or the Properties; or (iv) be adjudicated a bankrupt; or (v) make an assignment for the benefit of business, insolvencycreditors or shall admit in writing its inability to pay its debts generally as they become due or shall consent to the appointment of a receiver or trustee or liquidator of all or the major part of its property, or the commencement of Properties; or (vi) be dissolved, terminated or merged, if a corporation;
(f) If any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to Properties are damaged or destroyed by fire or other casualty or any condemnation proceeding is commenced against any one or all items more of the Equipment; (3) take possession Properties, and Bank does not make available the proceeds of any insurance or condemnation awards for the restoration of the Equipment wherever foundProperty affected by such damage, and for this purpose enter upon any premises destruction or condemnation; provided, however, that -------- ------- such non availability shall not constitute an Event of Lessee and remove Default if each of the Equipment, without any liability following conditions are satisfied (i) Borrower delivers to Lessee; (4) direct Lessee at its expense Bank a Collateral Substitution/Addition Request pursuant to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement Section 2.9 herein within thirty (30) days after the date the damage or destruction occurs pursuant to recover damages which another hotel property will be added as Collateral for the breach hereofLoan or substituted in lieu of the damaged or destroyed Property, (ii) Bank notifies Borrower within thirty (30) days after receipt of such request that Bank is willing to consider approving such request, and (iii) after Bank gives such notice, all Collateral Substitution/Addition Documents have been fully executed and delivered and all conditions to the effectiveness thereof as provided therein have been satisfied;
(g) If any Loan Document ceases to be in full force and effect or if any Obligor asserts that any one or more of the Loan Document is invalid or unenforceable; provided, however, the Bank's failure to file a UCC continuation statement shall not constitute an Event of Default;
(h) If a default or event of default shall occur under or pursuant to the terms of any other indebtedness or other obligation of Borrower or any other Obligor to Bank, whether now existing or hereafter arising, including attorneys' fees and but not limited to any other expenses paid loan, line of credit, revolving credit, letter of credit or incurred industrial bond financing;
(i) If any litigation is commenced involving any Obligor or any one or more of the Properties, which in Bank's reasonable opinion will have a material adverse effect on the Properties, or on Borrower's financial condition or on Borrower's ability to perform its obligations hereunder;
(j) Sale or encumbrance of any one or more of the Properties or any other collateral or security for the Loan without Bank's prior written consent; or the making of any levy, seizure or attachment of or upon the Properties, or any other collateral or security for the Loan, if such levy, seizure or attachment remains unbonded, undismissed or unstayed and in effect for a period of thirty (30) days;
(k) If any Obligor defaults in prompt and full payment or performance when due (by Lessor acceleration or otherwise) in connection with obligations due third parties or any material agreement to which such Obligor is a party and such default continues beyond any permissible cure period provided for in such arrangements with third parties;
(l) If any collusion, fraud, dishonesty or bad faith by or with the repossession acquiescence of any Obligor or any partner or officer of any such entity which in any way relates to or affects the Loan or the Properties is discovered on or after the date hereof;
(m) If a judgment or judgments for the payment of money in excess of $100,000.00 in the aggregate shall have been rendered against any Obligor and the same shall have remained unsatisfied and in effect, without stay of execution, for a period of thirty (30) days;
(n) If there occurs any Change of Control;
(o) If any breach occurs in any one or more of the Equipment; covenants set forth in Section 5.5, 5.8, 5.9, 5.10, 5.11, 5.12, 5.13 (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed cure provisions provided therein) or 5.16; or
(p) If any breach occurs in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions covenant set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement Section 5.1 for the above named Sale. Mobile Modular Management Corporation Signature: Signature:more than twenty four (24) hours.
Appears in 1 contract
Events of Default Remedies. Each If any of the following events (“Events of Default”) shall constitute occur (x) after the Closing Date as to the Term A Facility or Revolving Facility and (y) after the Escrow Release Date as to the Term B Facility:
(a) any Borrower shall fail to pay any principal of any Loan when and as the same shall become due and payable, whether at the due date thereof or at a date fixed for prepayment thereof or otherwise; or any Borrower shall fail to pay any reimbursement obligation in respect of any LC Disbursement when and as the same shall become due and payable, and such failure with respect to such reimbursement obligations shall continue unremedied for a period of five (5) Business Days;
(b) any Borrower shall fail to pay any interest on any Loan or any fee or any other amount (other than an "amount referred to in clause (a) of this Section 8.01) payable under this Agreement or any other Loan Document, when and as the same shall become due and payable, and such failure shall continue unremedied for a period of five (5) Business Days;
(c) any representation, warranty or certification made or deemed made by or on behalf of any Borrower or any Restricted Subsidiary herein or in any Loan Document, or in any report, certificate, financial statement or other document required to be delivered pursuant hereto or thereto, shall prove to have been materially inaccurate when made or deemed made;
(d) any Loan Party shall fail to observe or perform any covenant, condition or agreement applicable at such time contained in Section 5.02(a), Section 5.03(a) (with respect to any Borrower), Section 5.12 or in Article VI or in Article VII of this Agreement; provided any default under Section 7.01 (a “Financial Covenant Event of Default": (1”) failure by Lessee shall not constitute an Event of Default with respect to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform Loans or Commitments hereunder, other than the Revolving Loans, Term A Loans, Revolving Commitments and/or Term A Commitments, until the date on which any other obligation under this AgreementRevolving Loans or Term A Loans have been accelerated, and the continuance Revolving Commitments or Term A Commitments have been terminated, in each case, by the Required TLA Lenders or Required Revolving Lenders, as applicable;
(e) any Loan Party shall fail to observe or perform any covenant, condition or agreement contained in any Loan Document (other than those specified in clause (a), (b) or (d) of this Section 8.01), and such default failure shall continue unremedied for ten a period of thirty (1030) days after written notice thereof by Lessor from the Administrative Agent to Lessee; the Parent;
(3f) any material misrepresentation Borrower or false statement any Restricted Subsidiary (other than an Immaterial Subsidiary) shall fail to make any payment (whether of fact by Lessee; (4principal or interest and regardless of amount) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx in respect of any Material Indebtedness (other than the Obligations), when and as the same shall become due and payable beyond any applicable grace period or any event or condition occurs that results in any Material Indebtedness becoming due prior to its scheduled maturity or that enables or permits, after giving effect to any applicable grace period, the holder or holders of any Material Indebtedness or any trustee or agent on its or their behalf to cause any Material Indebtedness to become due, or to require the prepayment, repurchase, redemption or defeasance thereof, prior to its scheduled maturity; provided, that from and after the Merger Date, any default under the Coty Facilities as a result of the Equipment; failure to perform or (5) Lessee's dissolutionobserve any term, termination of existence, discontinuance of business, insolvency, covenant or the commencement of agreement contained under any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any financial covenant thereunder shall not constitute an Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence for purposes of any Event of Default, Lessor may, without notice, exercise one or more of Term B Loans unless and until the following remedies: (1) declare applicable lenders thereunder have declared all unpaid payments such obligations under this Agreement the applicable Coty Facilities to be immediately due and payablepayable in accordance with the Coty Facilities and terminated the commitments thereunder; provided, further, that this clause (2f) terminate shall not apply to (i) secured Indebtedness that becomes due as a result of the Disposition (including as a result of a casualty or condemnation event) of the property or assets securing such Indebtedness, (ii) Guarantees of Indebtedness that are satisfied promptly on demand or (iii) with respect to Indebtedness incurred under any Swap Agreement, termination events or equivalent events pursuant to the terms of the relevant Swap Agreement which are not the result of any default thereunder by any Loan Party or any Restricted Subsidiary; provided, further, that such failure is unremedied and is not waived by the holders of such Material Indebtedness prior to any termination of Commitments or acceleration of the Loans pursuant to this Agreement Section 8.01;
(g) an involuntary proceeding, corporate action, legal proceeding or other procedure or step shall be commenced or an involuntary petition shall be filed seeking (i) liquidation, reorganization, bankruptcy, administration, winding up, deregistration or other relief in respect of any Borrower or any Restricted Subsidiary (other than an Immaterial Subsidiary) or its debts, or of a substantial part of its assets, under any Federal, state or other applicable bankruptcy, insolvency, receivership, arrangement or similar law now or hereafter in effect or (ii) a distress, attachment, execution or the appointment of a receiver, trustee, liquidator, custodian, administrative recovery compulsory manager, sequestrator, conservator or similar official for any Borrower or any Restricted Subsidiary (other than an Immaterial Subsidiary) or for a substantial part of its assets, and, in any such case, such proceeding or petition shall continue undismissed, undischarged or unbonded for sixty (60) consecutive days or an order or decree approving or ordering any of the foregoing shall be entered;
(h) any Borrower or any Restricted Subsidiary (other than an Immaterial Subsidiary) shall (i) voluntarily commence any proceeding, corporate action, legal proceeding or other procedure or step or file any petition seeking liquidation (other than a solvent liquidation permitted by Section 6.03), reorganization, bankruptcy, administration, winding up, deregistration, suspension of payments or other relief under any Federal, state or other applicable bankruptcy, insolvency, receivership, arrangement or similar law now or hereafter in effect, (ii) consent to the institution of, or fail to contest in a timely and appropriate manner, any proceeding or petition described in clause (g) of this Section 8.01, (iii) apply for or consent to the appointment of a receiver, trustee, liquidator, custodian, administrative recovery compulsory manager, sequestrator, conservator, administrator or similar official for any Borrower or any such Restricted Subsidiary (other than an Immaterial Subsidiary) or for a substantial part of its assets, (iv) file an answer admitting the material allegations of a petition filed against it in any such proceeding, or (v) make a general assignment for the benefit of creditors;
(i) any Borrower or any Restricted Subsidiary (other than an Immaterial Subsidiary) shall become unable, admit in writing its inability or fail generally to pay its debts as they become due;
(j) one or more judgments for the payment of money in an aggregate amount in excess of the Threshold Amount (to the extent not covered by insurance as to which the insurer has not denied coverage) shall be rendered against any Borrower, any Restricted Subsidiary or all any combination thereof (to the extent not paid in full within any applicable period for payment) and there is a period of sixty (60) consecutive days during which a stay of enforcement of such judgment by reason of a pending appeal, payment or otherwise is not in effect;
(k) an ERISA Event shall have occurred if such ERISA Event could reasonably be expected to result in a Material Adverse Effect;
(l) other than with respect to items of Collateral not exceeding $40,000,000 in the Equipment; aggregate, any Lien purported to be created under any Security Document shall cease to be, or shall be asserted in writing by any Loan Party not to be, a valid and perfected Lien on any Collateral, except (3i) take possession to the extent that perfection or priority is not required pursuant to the Collateral and Guarantee Requirement or the Security Agreement or (ii) in connection with a release of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either such Collateral in law or in equity to enforce performance by Lessee of accordance with the terms of this Agreement or (iii) as a result of the Collateral Agent’s failure to recover damages for (A) maintain possession of any stock certificates, promissory notes or other instruments delivered to it under the breach hereofSecurity Documents or (B) file Uniform Commercial Code continuation statements or (iv) if such loss of an enforceable or perfected security interest, including attorneys' fees and as applicable, may be remedied by the filing of appropriate documentation without the loss of priority;
(m) any material provision of this Agreement or any other expenses paid Loan Document shall for any reason cease to be in full force and effect except as expressly permitted hereunder or incurred by Lessor thereunder, or any Borrower or any other Loan Party shall so state in writing, in each case, other than in connection with the repossession a release of the Equipment; (6) apply the security deposit specified any Guarantee in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing accordance with the terms of this Agreement Agreement; or
(n) a Change in Control shall occur; then, and in every such event (other than an event with respect to indemnify Lessor against any damages sustained Borrower described in clause (g) or (h) of this Section 8.01), and at any time thereafter during the continuance of such event, the Administrative Agent may, and at the request of the Required Lenders shall, by Lessor; and/or notice to the Parent, take either or both of the following actions, at the same or different times: (7i) recover terminate the replacement cost Commitments, and thereupon the Commitments shall terminate immediately, and (ii) declare the Loans then outstanding to be due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans then outstanding so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of any Equipment Borrower accrued hereunder, shall become due and payable immediately, without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or other notice of any kind, all of which Lessor is unable are hereby waived by each Borrower; and in case of any event with respect to repossessany Borrower described in clause (g) or (h) of this Section 8.01, the Commitments shall automatically terminate and the principal of the Loans then outstanding, together with accrued interest thereon and all fees and other obligations of any Borrower accrued hereunder, shall automatically become due and payable, without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or other notice of any kind, all of which are hereby waived by each Borrower. Lessor's waiver of In addition, if any Event of Default shall not constitute occur and be continuing, the Administrative Agent may (and if directed by the Required Lenders, shall) foreclose or otherwise enforce any Lien granted to the Administrative Agent, for the benefit of the Secured Parties, to secure payment and performance of the Obligations in accordance with the terms of the Loan Documents and exercise any and all rights and remedies afforded by applicable Law, by any of the Loan Documents, by equity, or otherwise. Notwithstanding the foregoing, during any period during which solely a waiver of any other Financial Covenant Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein has occurred and is intended to be exclusive and each continuing, the Administrative Agent may be exercised concurrently or separately and from time to time. In with the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretionconsent of, and can be viewed in shall at the Resources section request of, the Required TLA Lenders or Required Revolving Lenders take any of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as foregoing actions described in the Sale Agreement in immediately preceding paragraph solely as they relate to the section titled “Customer Information”) hereby agree to this Sale Agreement Revolving Lenders or Term A Lenders (versus the Lenders), the Revolving Commitments and Term A Commitments (versus the Commitments), the Revolving Loans, the Swingline Loans and the terms Term A Loans (versus the Loans), and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:Letters of Credit.
Appears in 1 contract
Samples: Credit Agreement (Galleria Co.)
Events of Default Remedies. Each If any of the following events shall occur and be continuing:
(a) the Borrower shall fail to pay any principal of any Loan or Reimbursement Obligation when due in accordance with the terms hereof; or the Borrower shall fail to pay any interest on any Loan, Reimbursement Obligation, any fees hereunder or any other amount payable hereunder or under any other Loan Document within five (5) Business Days after any such interest, fees or other amounts becomes due in accordance with the terms hereof; or
(b) any representation or warranty made or deemed made by any Loan Party herein or in any other Loan Document or that is contained in any certificate, document or financial or other statement furnished by it at any time under or in connection with this Agreement or any such other Loan Document when made which shall be false or misleading when made if the same has a Material Adverse Effect; or
(c) any Loan Party shall default in the observance or performance of any covenant contained in Sections 6.3, 6.5 or 6.6, or Section 7; or
(d) any Loan Party shall default in the observance or performance of any other covenant contained in this Agreement or any other Loan Document (other than as provided in paragraphs (a) through (c) of this Section 8), and such default shall continue unremedied for a period of thirty (30) days; or
(e) any Loan Party shall (i) default in making any payment of any principal of any Indebtedness (including any Contingent Obligation, but excluding the Loans and Non-Recourse Indebtedness) beyond any applicable period of grace, or (ii) default in making any payment of any interest on any such Indebtedness or Contingent Obligation set forth in clause (i) beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created, or (iii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Contingent Obligations set forth in clause (i) or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or beneficiary of such Indebtedness (or a trustee or agent on behalf of such holder or beneficiary) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or (in the case of any such Indebtedness constituting a Contingent Obligation) to become payable; provided, that a default, event or condition described in clause (i), (ii) or (iii) of this paragraph (e) shall not at any time constitute an "Event of Default": Default unless, at such time, one or more defaults, events or conditions of the type described in clauses (1i), (ii) failure by Lessee and (iii) of this paragraph (e) shall have occurred and be continuing with respect to make any payment within ten Indebtedness or Contingent Obligation the aggregate outstanding principal amount of which is $25,000,000 or more; or
(10i) days after its due date; (2) failure by Lessee to perform Borrower or any other obligation Loan Party shall commence any case, proceeding or other action (A) under this Agreementany existing or future law of any jurisdiction, and domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets; or (ii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action of a nature referred to in clause (i) above that (A) results in the continuance entry of an order for relief or any such default adjudication or appointment or (B) remains undismissed or undischarged for ten a period of 60 days; or (10iii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets that results in the entry of an order for any such relief that shall not have been vacated, discharged, or stayed or bonded pending appeal within 60 days after written notice thereof by Lessor to Lesseefrom the entry thereof; or (3iv) Borrower or any material misrepresentation other Loan Party shall take any action in furtherance of, or false statement of fact by Lessee; (4) the lossindicating its consent to, theftapproval of, damageor acquiescence in, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipmentacts set forth in clause (i), (ii), or (iii) above; or (5v) Lessee's dissolution, termination of existence, discontinuance of business, insolvencyBorrower or any other Loan Party shall generally not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or (vi) or Borrower or any other Loan Party shall make a general assignment for the commencement benefit of its creditors; or
(g) (i) an ERISA Event shall have occurred, (ii) a trustee shall be appointed by a United States district court to administer any Pension Plan, (iii) the PBGC shall institute proceedings to terminate any Pension Plan(s), (iv) any Loan Party or any of their respective ERISA Affiliates shall have been notified by the sponsor of a Multiemployer Plan that it has incurred or will be assessed Withdrawal Liability to such Multiemployer Plan and such entity does not have reasonable grounds for contesting such Withdrawal Liability or is not contesting such Withdrawal Liability in a timely and appropriate manner; or (v) any other event or condition shall occur or exist with respect to a Plan; and in each case in clauses (i) through (v) above, such event or condition, together with all other such events or conditions, if any, which could reasonably be expected to result in a Material Adverse Effect; or
(h) one or more final non-appealable judgments or decrees shall be entered against any Loan Party involving in the aggregate a liability of more than $15,000,000, and all such judgments or decrees shall not have been paid, vacated, discharged, stayed or bonded pending appeal within 30 days from the entry thereof; or
(i) any Loan Party shall be found responsible for (A) the release by any Loan Party, any of its Subsidiaries or any other Person of any bankruptcy proceedings by Hazardous Substance into the environment, or against(B) any violation of any Environmental Law or any federal, Xxxxxx. Xxxxxx acknowledges that state or local health or safety law or regulation, which, in either case of clause (A) or (B), could reasonably be expected to have a Material Adverse Effect; or
(j) the guarantee contained in Section 1 of the Guarantee Agreement shall cease, for any reason, to be in full force and effect or any Loan Party or any Affiliate of any Loan Party shall so assert (excluding release of any Loan Party in accordance with the Loan Documents); or
(k) there shall occur any Change of Control of the Borrower; then, and in any such event, (A) if such event is an Event of Default will substantially impair specified in clause (i) or (ii) of paragraph (e) above with respect to the lease value Borrower, automatically the Commitments shall immediately terminate and the Loans (with accrued interest thereon) and all other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the Equipment hereof. Upon then outstanding Letters of Credit shall have presented the occurrence of documents required thereunder) shall immediately become due and payable, and (B) if such event is any other Event of Default, Lessor may, without notice, exercise one either or more both of the following remediesactions may be taken: (1i) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower declare the Commitments to be terminated forthwith, whereupon the Commitments shall immediately terminate; and (ii) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower, declare the Loans (with accrued interest thereon) and all unpaid payments other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the then outstanding Letters of Credit shall have presented the documents required thereunder) to be due and payable forthwith, whereupon the same shall immediately become due and payable. With respect to all Letters of Credit with respect to which presentment for honor shall not have occurred at the time of an acceleration pursuant to this paragraph, the Borrower shall at such time deposit in a cash collateral account opened by the Administrative Agent an amount equal to the aggregate then undrawn and unexpired amount of such Letters of Credit. Amounts held in such cash collateral account shall be applied by the Administrative Agent to the payment of drafts drawn under such Letters of Credit, and the unused portion thereof after all such Letters of Credit shall have expired or been fully drawn upon, if any, shall be applied to repay other obligations of the Borrower hereunder and under the other Loan Documents. After all such Letters of Credit shall have expired or been fully drawn upon, all Reimbursement Obligations shall have been satisfied and all other obligations of the Borrower hereunder and under the other Loan Documents shall have been paid in full, the balance, if any, in such cash collateral account shall be returned to the Borrower (or such other Person as may be lawfully entitled thereto). Except as expressly provided above in this Section, presentment, demand, protest and all other notices of any kind are hereby expressly waived by the Borrower. On and after the occurrence of an Event of Default, the Administrative Agent shall apply all payments in respect of any Obligations in the following order: (i) first, to pay Obligations in respect of (A) any fees, expenses, reimbursements or indemnities then due to the Administrative Agent, (B) any fees (other than commitment fees and Letter of Credit fees), expenses, reimbursements or indemnities then due to the Lenders and Issuing Lenders and (C) to pay commitment fees, Letter of Credit fees and interest due in respect of Loans and Letters of Credit; (2ii) terminate second to the ratable payment or prepayment of principal outstanding on Loans and Letters of Credit; and (iii) third, to the ratable payment of all other Obligations. On or after the occurrence of an Event of Default, all principal payments in respect of Loans shall be applied, first, to repay outstanding Swingline Loans, next outstanding ABR Loans and then to repay outstanding Eurodollar Loans, with those that have the earlier expiring Interest Period being repaid prior to those that have later expiring Interest Periods. The order of priority set forth in this Agreement as to any or all items of paragraph and the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms related provisions of this Agreement or are set forth solely to recover damages for determine the breach hereof, including attorneys' fees rights and any other expenses paid or incurred by Lessor in connection with the repossession priorities of the Equipment; (6) apply Administrative Agent, the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretionLenders, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)Issuing Lenders as among themselves. The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions order of priority set forth in clause (i) may be changed only with the Sale Terms prior written consent of the Administrative Agent and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:order of priority of payments in respect of Letters of Credit may be changed only with the prior written consent of the Issuing Lenders.
Appears in 1 contract
Events of Default Remedies. Each If any of the following events ("Events of Default") shall constitute occur:
(a) the Borrowers shall fail to pay any principal of any Loan or any reimbursement obligation in respect of any LC Disbursement when and as the same shall become due and payable, whether at the due date thereof or at a date fixed for prepayment thereof or otherwise;
(b) the Borrowers shall fail to pay any interest on any Loan or any fee or any other amount (other than an amount referred to in clause (a) of this Section 8.01) payable under this Agreement or any other Loan Document, when and as the same shall become due and payable, and such failure shall continue unremedied for a period of five (5) Business Days;
(c) any representation, warranty or certification made or deemed made by or on behalf of any Loan Party or any Subsidiary in or in connection with any Loan Document or any amendment or modification thereof or waiver thereunder, or in any report, certificate, financial statement or other document furnished pursuant to or in connection with any Loan Document or any amendment or modification thereof or waiver thereunder, shall prove to have been incorrect in any material respect (except for any representation or warranty that is qualified by materiality, Material Adverse Effect or similar phrase which shall prove to be incorrect in any respect) when made or deemed made;
(d) any Loan Party or any Subsidiary shall fail to observe or perform any covenant, condition or agreement contained in Section 5.01 (other than clause (d), (e), (f) or (g) of Section 5.01), Section 5.02, Section 5.03 (with respect to the existence of the Loan Parties or Subsidiaries), Section 5.10, Section 5.11, Section 5.12 or Article VI or Article VII of this Agreement, or in Article IV of the Security Agreement;
(e) any Loan Party or any Subsidiary shall fail to observe or perform any covenant, condition or agreement contained in any Loan Document (other than a breach which constitutes an Event of Default under another Section of this Section 8.01), and such failure shall continue unremedied for a period of thirty (30) days after the earlier of (i) any Loan Party or any Subsidiary having knowledge of such failure and (ii) notice thereof from the Administrative Agent to the Borrower Representative (which notice will be given at the request of any Lender);
(f) any Loan Party or any Subsidiary shall fail to make any payment (whether of principal or interest and regardless of amount) in respect of any Material Indebtedness, when and as the same shall become due and payable (after giving effect to any applicable cure or grace period);
(g) any event or condition occurs that results in any Material Indebtedness or the Headquarters Loan becoming due prior to its scheduled maturity or that enables or permits (with or without the giving of notice, the lapse of time or both) the holder or holders of any Material Indebtedness, or any trustee or agent on behalf of any such holder of Indebtedness to cause any Material Indebtedness to become due, or to require the prepayment, repurchase, redemption or defeasance thereof, prior to its scheduled maturity; provided that this clause (g) shall not apply to secured Indebtedness that becomes due as a result of the voluntary sale, transfer or other disposition of the property or assets securing such Indebtedness to the extent such sale, transfer or other disposition is permitted by the terms of Section 6.05;
(h) an involuntary proceeding shall be commenced or an involuntary petition shall be filed seeking (i) liquidation, reorganization or other relief in respect of any Loan Party or any Subsidiary, or its debts, or of a substantial part of its assets, under any Debtor Relief Law or federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect or (ii) the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official for any Loan Party or any Subsidiary or for a substantial part of its assets, and, in any such case, such proceeding or petition shall continue undismissed for 90 days or an order or decree approving or ordering any of the foregoing shall be entered;
(i) any Loan Party or any Subsidiary shall (i) voluntarily commence any proceeding or file any petition seeking liquidation, reorganization or other relief under any Debtor Relief Law or federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect, (ii) consent to the institution of, or fail to contest in a timely and appropriate manner, any proceeding or petition described in clause (h) of this Section, (iii) apply for or consent to the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official of such Loan Party or Subsidiary, or for a substantial part of its assets, (iv) file an answer admitting the material allegations of a petition filed against it in any such proceeding, (v) make a general assignment for the benefit of creditors or (vi) take any action for the purpose of effecting any of the foregoing;
(j) any Loan Party or any Subsidiary shall become unable, admit in writing its inability or fail generally to pay its debts as they become due;
(k) one or more judgments for the payment of money in an aggregate amount in excess of $1,500,000 shall be rendered against any Loan Party or any Subsidiary or any combination thereof and the same shall remain undischarged for a period of sixty (60) consecutive days during which execution shall not be effectively stayed, or any action shall be legally taken by a judgment creditor to attach or levy upon any assets of any Loan Party or any Subsidiary to enforce any such judgment;
(l) an ERISA Event shall have occurred that, when taken together with all other ERISA Events that have occurred, could reasonably be expected to have a Material Adverse Effect;
(m) any Lien purported to be created under any Collateral Document shall cease to be, or shall be asserted by any Loan Party, any Subsidiary, or any of their Affiliates not to be, a valid and perfected Lien on any material Collateral, with the priority required hereby, except (i) as a result of the sale or other disposition of the applicable Collateral in a transaction permitted under the Loan Documents or (ii) as a result of the Administrative Agent's failure to maintain possession of any stock certificates, promissory notes or other instruments delivered to it under the Collateral Documents;
(n) any material provision of any Loan Document shall cease for any reason to be in full force and effect, or any Collateral Document shall cease to give the Administrative Agent, for the benefit of the Secured Parties, the Liens purported to be created thereby (other than with respect to an immaterial portion of the Collateral and except to the extent resulting from the failure of the Administrative Agent to maintain possession of Collateral as to which the Liens thereon are perfected solely by possession or from a sale, transfer or other disposition of such Collateral permitted hereby or by any Collateral Document), or any Loan Party or any Subsidiary shall so state in writing;
(o) any Loan Party or any Subsidiary shall suffer any uninsured, un-indemnified or under insured loss of Collateral in excess of $1,500,000;
(p) a Change in Control shall occur;
(q) any "Event of Default": " (1as defined in the Headquarters Loan Agreement); or
(r) failure by Lessee the Loan Guaranty or any Obligation Guaranty shall fail to make remain in full force or effect or any payment within ten (10) days after its due dateaction shall be taken to discontinue or to assert the invalidity or unenforceability of the Loan Guaranty or any Obligation Guaranty, or any Guarantor shall fail to comply with any of the terms or provisions of the Loan Guaranty or any Obligation Guaranty to which it is a party, or any Guarantor shall deny that it has any further liability under the Loan Guaranty or any Obligation Guaranty to which it is a party, or shall give notice to such effect, including, but not limited to notice of termination delivered pursuant to Section 11.08 or any notice of termination delivered pursuant to the terms of any Obligation Guaranty; (2) failure by Lessee to perform any other obligation under this Agreementthen, and in every such event (other than an event with respect to the Borrowers, another Loan Party or any Subsidiary described in clause (h) or (i) of this Section), and at any time thereafter during the continuance of such default for ten event, the Administrative Agent may, and at the request of the Required Lenders shall, by notice to the Borrower Representative, take either or both of the following actions, at the same or different times: (10i) days after written terminate the Commitments (including any commitment of Chase to make Swingline Loans), and thereupon the Commitments shall terminate immediately, (ii) declare the Loans then outstanding to be due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest, notice thereof by Lessor of intent to Lessee; (3) any material misrepresentation accelerate, notice of acceleration or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx other notice of any kind, all of which are hereby waived by the Borrowers, and (iii) require Cash Collateral for the LC Exposure in accordance with Section 2.05(j) hereof; and in case of any event with respect to the Borrowers, another Loan Party or any Subsidiary described in clause (h) or (i) of this Section, the Commitments (including any commitment of Chase to make Swingline Loans) shall automatically terminate and the principal of the Equipment; Loans then outstanding, and Cash Collateral for the LC Exposure, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall automatically become due and payable, without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement other notice of any bankruptcy proceedings kind, all of which are hereby waived by or againstthe Borrowers. In addition, Xxxxxx. Xxxxxx acknowledges that if any Event of Default will substantially impair exists, the lease value Administrative Agent may (and if directed by the Required Lenders, shall) foreclose or otherwise enforce any Lien granted to the Administrative Agent, for the benefit of the Equipment hereof. Upon the occurrence of any Event of DefaultSecured Parties, Lessor may, without notice, exercise one or more to secure payment and performance of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either Obligations in law or in equity to enforce performance by Lessee of accordance with the terms of this Agreement the Loan Documents and exercise any and all rights and remedies afforded by the laws of the State of New York or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred jurisdiction, by Lessor in connection with the repossession any of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costsLoan Documents, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default equity, or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:otherwise.
Appears in 1 contract
Events of Default Remedies. Each In case anyone or more of the following events, herein termed “events of default”, shall constitute happen:
(a) the Shipowner fails to pay within three (3) Business Days of the date due any payment in respect of the Indebtedness hereby secured as provided herein; or
(b) the statements in Article I shall prove to have been untrue in a material way when made; or
(c) a default in the due and punctual observance and performance of any of the provisions of Sections 2, 3, 7, 8, 9(b), 11, 12, 13(a), (b), (d), (h) and (j), 16 or 17 of Article II hxxxxx xxxxx xxxx xxxxxxxx xxx xx xxxxxxxxxx; xr
(d) a breach or omission in the due and punctual observance of any of the other covenants and conditions herein required to be kept and performed by the Shipowner and such breach or omission shall continue for 30 days after the day the Shipowner first knew or should have known of such breach or omission; or
(e) an "Event of Default"Default shall have occurred and be continuing under the Credit Agreement; or
(f) a payment default by the Borrower under any Interest Rate Protection Agreement or Other Hedging Agreement shall have occurred and be continuing; or
(g) any notice shall have been issued by the government or any bureau, department, officer, board or agency thereof of the country of registry of the Vessel to the effect that the Vessel is subject to cancellation from such registry or the certificate of registry of the Vessel is subject to revocation or cancellation for any reason whatsoever, and such notice shall not have been cancelled or annulled on or before seven (7) Business Days prior to the date set forth in such notice for such cancellation or revocation; or
(h) the Vessel shall be cancelled from the country of registry of the Vessel or the certificate of registry of the Vessel is revoked or cancelled for any reason whatsoever; then: the security constituted by this Mortgage shall become immediately enforceable and that without limitation, the enforcement remedies specified can be exercised irrespective of whether or not the Mortgagee has exercised the right of acceleration under the Credit Agreement or any of the other Credit Documents and the Mortgagee shall have the right to:
(1i) failure Declare all the then unpaid Indebtedness hereby secured to be due and payable immediately, and upon such declaration, the same shall become and be immediately due and payable provided, however, that no declaration shall be required if an event of default shall have occurred by Lessee reason of a default under Section 10.05 of the Credit Agreement, then and in such case, the Indebtedness hereby secured shall become immediately due and payable on the occurrence of such event of default without any notice or demand;
(ii) Exercise all of the rights and remedies in foreclosure and otherwise given to make any payment within ten (10) days after its due date; (2) failure a mortgagee by Lessee to perform the provisions of the laws of the country of registry of the Vessel or of any other obligation under this Agreementjurisdiction where the Vessel may be found;
(iii) Bring suit at law, in equity or in admiralty, as it may be advised, to recover judgment for the Indebtedness hereby secured, and collect the continuance same out of any and all property of the Shipowner whether covered by this Mortgage or otherwise;
(iv) Take and enter into possession of the Vessel, at any time, wherever the same may be, without legal process and without being responsible for loss or damage and the Shipowner or other person in possession forthwith upon demand of the Mortgagee shall surrender to the Mortgagee possession of the Vessel;
(v) Without being responsible for loss or damage, the Mortgagee may hold, lay up, lease, charter, operate or otherwise use such Vessel for such time and upon such terms as it may deem to be for its best advantage, and demand, collect and retain all hire, freights, earnings, issues, revenues, income, profits, return premiums, salvage awards or recoveries, recoveries in general average, and all other sums due or to become due in respect of such default Vessel or in respect of any insurance thereon from any person whomsoever, accounting only for the net profits, if any, arising from such use of the Vessel and charging upon all receipts from the use of the Vessel or from the sale thereof by court proceedings or pursuant to subsection (vi) next following, all costs, expenses, charges, damages or losses by reason of such use; and if at any time the Mortgagee shall avail itself of the right herein given them to take the Vessel, the Mortgagee shall have the right to dock the Vessel, for a reasonable time at any dock, pier or other premises of the Shipowner without charge, or to dock her at any other place at the cost and expense of the Shipowner;
(vi) Without being responsible for loss or damage, the Mortgagee may sell the Vessel upon such terms and conditions as to the Mortgagee shall seem best, free from any claim of or by the Shipowner, at public or private sale, by sealed bids or otherwise, by mailing, by air or otherwise, notice of such sale, whether public or private, addressed to the Shipowner at its last known address and to any other registered mortgagee, twenty (20) calendar days prior to the date fixed for entering into the contract of sale and by first publishing notice of any such public sale for ten (10) days after written consecutive days, in daily newspapers of general circulation published in the City of New York, State of New York; in the event that the Vessel shall be offered for sale by private sale, no newspaper publication of notice thereof shall be required, nor notice of adjournment of sale; sale may be held at such place and at such time as the Mortgagee by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencynotice may have specified, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In adjourned by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated Mortgagee from time to time by Seller, in its sole discretionannouncement at the time and place appointed for such sale or for such adjourned sale, and can without further notice or publication the Mortgagee may make any such sale at the time and place to which the same shall be viewed so adjourned; and any sale may be conducted without bringing the Vessel to the place designated for such sale and in such manner as the Resources section of Seller’s website Mortgagee may deem to be for its best advantage, and the Mortgagee may become the purchaser at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)any sale. The Buyer hereby affirms Shipowner agrees that he/she has read any sale made in its entirety accordance with the terms of this paragraph shall be deemed made in a commercially reasonable manner insofar as it is concerned;
(vii) Require that all policies, contracts, certificates of entry and understands other records relating to the Supplemental Lease Terms and Conditions. The parties heretoinsurance with respect to the Vessel, Mobile Modular Management Corporationincluding, a California corporationbut not limited to, as seller those described in Article II, Section 13 hereof (the “SellerInsurances”) (including details of and buyer correspondence concerning outstanding claims) be forthwith delivered to or to the order of the Mortgagee; and/or
(“Buyer”viii) Collect, as described recover, compromise and give a good discharge for any and all monies and claims for monies then outstanding or thereafter arising under the Insurances or in respect of the Sale Agreement in earnings or any requisition compensation and to permit any brokers through whom collection or recovery is effected to charge the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:usual brokerage therefor.
Appears in 1 contract
Events of Default Remedies. Each of the The following shall constitute an "Event events of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation default on the part of the Borrower under this Agreement:
(i) The Borrower fails to pay on the correct due date or in the correct currency, and the continuance of such default continues for ten longer than 14 days from the due date;
(10ii) The Borrower repeatedly fails to pay at the correct time and in the correct currency;
(iii) A debt or commitment of the Borrower or the Guarantor, extraneous to this Agreement, amounting to over USD 1,000,000, or an equivalent amount in any other currency, is defaulted on in such a way that it gives rise to the right to call in the debt, unless such default arises from a reasonable protest on the part of the Borrower to such a claim and a proper defence is maintained;
(iv) The Borrower violates Article 9 concerning the insurance of the mortgaged property (v) and the Borrower and/or Íslensk erfðagreining as Guarantor violate the provisions of Article 9 concerning the sale of the mortgaged property (iii);
(v) The Borrower violates any provisions of Article 9 other than those referred to in Article 9 (v) and such violation continues for longer than 15 days after written notice thereof by Lessor to Lessee; the Lender has sent the Borrower a request for remedy;
(3vi) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction The Borrower’s or the attempted sale Guarantor’s assets are subjected to attachment, a request is submitted for the enforced auction of their assets, they petition for a moratorium on debts, they seek formal or encumbrance by Xxxxxx informal composition agreements with their creditors on the cancellation of any debts or a request is made for the subjection of their estates to bankruptcy proceedings;
(vii) A request is made for the dissolution of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, Borrower’s company or the commencement of any bankruptcy proceedings Guarantor’s company;
(viii) Any information from the Borrower or the Guarantor and/or the obligations undertaken by the Borrower or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments Guarantor under this Agreement prove to be immediately due and payable; (2) terminate this Agreement as have been so substantially false, inadequate or misleading when they were submitted to any or all items of the Equipment; (3) take possession of Lender that it would probably have affected the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove Lender’s willingness to grant the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to timeloan. In the event of repossessiondefault, Lessee waives any bond posting requirementas defined in this Article, the lender may, without notice or warning, call in the entire balance of the loan together with accrued interest and other payments due from the Borrower pursuant to this Agreement. Lease Terms and ConditionsThe Borrower shall pay default interest on the due or called-in amount pursuant to Article 3 of the Agreement. When the loan is due in accordance with the above, Rev. 07/01/2022 The Sale Agreement the Lender is subject entitled, without further notice, to seek enforcement of his claims in the security provided by the Borrower to the Supplemental Sale Terms and ConditionsLender. The Lender is free to decide, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its at his sole discretion, and can be viewed whether to seek enforcement of all the security placed or any part of the security, and, if the latter, in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:what order.
Appears in 1 contract
Samples: Loan Agreement (Decode Genetics Inc)
Events of Default Remedies. Each If any of the following shall constitute an events (herein called "Event Events of Default") shall have occurred (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or by operation of law or otherwise and such Event of Default shall be deemed to be continuing until waived by the Required Purchasers (or as otherwise required pursuant to Section 13.1) in accordance with the terms hereof):
(a) the Issuer shall default in the due and punctual payment or prepayment of all or any part of the principal of, or Prepayment Premium or Qualified Public Offering Prepayment Premium (if any) on, any Note when and as the same shall become due and payable, whether at stated maturity, by acceleration, by notice of prepayment or otherwise; or
(b) the Issuer shall default in the due and punctual payment or prepayment of any interest on any Note when and as such interest shall become due and payable or any Credit Party shall default in the due and punctual payment of any other Obligation when and as such Obligation shall become due and payable, and any such default shall continue for a period of five days; or
(c) any Credit Party shall default in the performance or observance of any of the covenants, agreements or conditions contained in Section 8.12 or Section 9 of this Agreement; or
(d) any Credit Party shall default in the performance or observance of any of the covenants, agreements or conditions contained in this Agreement (other than those referred to in any subsection of this Section 10.1 other than this subsection (d)), or any Credit Party shall default in the performance or observance of any of the covenants, agreements or conditions contained in any of the other Note Documents (other than the Warrant or the Warrant Holder Agreement), and such default shall continue for a period of 30 days after written notice to the Issuer from any Purchaser; or
(e) any Credit Party shall (i) fail to pay any principal, regardless of amount, due at final maturity in respect of any Indebtedness (other than the Obligations), when and as the same shall become due and payable, or (ii) fail to observe or perform any other term, covenant, condition or agreement contained in any agreement or instrument evidencing or governing any such Indebtedness if the effect of any failure referred to in this clause (ii) is to cause such Indebtedness to become due prior to its stated maturity; provided that it shall not constitute an Event of Default pursuant to this paragraph (e) unless the aggregate amount of all such Indebtedness referred to in clauses (i) and (ii) exceeds $7,500,000 at any one time; or
(f) the Parent, the Issuer or any Material Subsidiary shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, interim receiver, receiver and manager, custodian, trustee or liquidator of itself or of all or substantially all of its Property, (ii) be generally unable to pay its debts as such debts become due, (iii) make a general assignment for the benefit of its creditors, (iv) commence a voluntary case under the Bankruptcy Code, (v) file a petition seeking to take advantage of any other law providing for the relief of debtors, (vi) fail to contest in a timely or appropriate manner, or acquiesce in writing to, any petition filed against it in an involuntary case under the Bankruptcy Code or any proceedings referred to in Section 10.1(g), (vii) admit in writing its inability to pay its debts generally as such debts become due, or (viii) take any requisite action for the purpose of effecting any of the foregoing; or
(g) any involuntary case or proceeding (including the filing of any notice in respect thereof) is commenced against the Parent, the Issuer or any Material Subsidiary under the Bankruptcy Code, any incorporation law or other applicable law in any jurisdiction in respect of the: (1i) failure bankruptcy, liquidation, winding-up, dissolution or suspension of general operations, (ii) composition, rescheduling, reorganization, arrangement or readjustment of, or other relief from, or stay of proceedings to enforce, some or all of the debts or obligations, (iii) appointment of a trustee, interim receiver, receiver, receiver and manager, liquidator, administrator, custodian, sequestrator, agent or other similar official for, or for all or substantially all of the assets, or (iv) possession, foreclosure, seizure or retention, sale or other disposition of, or other proceedings to enforce security over, all or substantially all of the assets, of the Parent, the Issuer or any Material Subsidiary and such case or proceeding shall remain undismissed or unstayed for 60 days or more or such court shall enter a decree or order granting the relief sought in such case or proceeding;
(h) final judgment for the payment of money shall be rendered by Lessee a court of competent jurisdiction against the Parent, the Issuer or any Material Subsidiary, and such Credit Party shall not discharge the same or provide for its discharge in accordance with its terms, or procure a stay of execution thereof, within 30 days from the date of entry thereof and within said period of 30 days, or such longer period during which execution of such judgment shall have been stayed, appeal therefrom and cause the execution thereof to be stayed during such appeal, and such judgment together with all other such judgments shall exceed in the aggregate $2,000,000 in excess of applicable insurance coverage; or
(i) any representation, warranty or written statement made by or on behalf of any Credit Party or any officer of any Credit Party in this Agreement or any other Note Document, or any certificate, notice, instrument or other document now or hereafter delivered pursuant to or in connection with any provision of this Agreement (including any Officer's Certificate or other certification delivered pursuant to Section 6 hereof) or any other Note Document, shall prove to be false, incorrect or breached in any material respect on the date as of which made; or
(j) any Reportable Event or a Foreign Benefit Event shall have occurred that, in the opinion of the Required Purchasers, when taken together with all other Reportable Events and Foreign Benefit Events, has or could reasonably be expected to result in a Material Adverse Effect; or
(k) any time after the execution and delivery thereof, the Guarantee or any provisions thereof shall cease to be in full force or effect as to any Guarantor, or any Guarantor or any Person acting by or on behalf of any Guarantor shall deny or disafffirm such Guarantor's obligations under the Guarantee, or any Guarantor shall default in the due performance or observance of any term, covenant or agreement on its part to be performed or observed pursuant to the respective Guarantee and such default shall continue beyond any grace period specifically applicable thereto; or
(l) any Change of Control shall occur; or
(m) at any time prior to the date when all Existing Letter of Credit have terminated or been incorporated as "A Letters of Credit" under the Senior Loan Agreement either (x) the Existing L/C Back-Stop Arrangements cease to be in effect, (y) the Existing L/C Cash Collateral Arrangements cease to be effect (except to the extent the Existing Letters of Credit initially supported thereby are supported by the Existing L/C Back-Stop Arrangements) or (z) the Parent or any of its Subsidiaries becomes obligated to make any payment within ten under any Existing Letter of Credit that is not covered by the Existing L/C Back-Stop Arrangements or the Existing L/C Cash Collateral Arrangements; or
(10n) days On and after its due date; (2) failure by Lessee to perform any other obligation under this the execution and delivery of the FrontLine Indemnification Contribution Agreement, and (i) the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) FrontLine Indemnification Contribution Agreement or any material misrepresentation provision thereof shall cease to be in full force and effect except in accordance with the terms thereof, (ii) FrontLine or false statement any Person acting on behalf of fact by Lessee; FrontLine shall deny or disaffirm its obligations under the FrontLine Indemnification Contribution Agreement, or (4iii) FrontLine or any Person acting on behalf of FrontLine shall default in the loss, theft, damage, destruction due performance or the attempted sale or encumbrance by Xxxxxx observance of any of material term, covenant or agreement on its part to be performed or observed pursuant to the Equipment; or FrontLine Indemnification Contribution Agreement;
(5i) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon upon the occurrence of any Event of DefaultDefault described in subsection (f) or (g) with respect to the Issuer, Lessor maythe unpaid principal amount of all Notes, without noticetogether with all interest accrued thereon and all fees, exercise one or more of the following remedies: (1) declare all unpaid payments costs, expenses, indemnities and other Obligations payable under this Agreement to be Agreement, the Notes or any other Note Document, shall automatically become immediately due and payable; (2) terminate this Agreement as to any or payable and all items obligations of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the EquipmentPurchasers to purchase Notes hereunder shall terminate, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law presentment, demand, notice, declaration, protest or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost requirements of any Equipment kind, all of which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver are hereby expressly waived, or (ii) upon the occurrence and during the continuance of any other Event of Default Default, subject to Section 2.8 of the Subordination Agreement, the Required Purchasers may, by written notice to the Issuer, declare the unpaid principal amount of all Notes to be, and the same shall forthwith become, immediately due and payable, together with the interest accrued thereon, and all fees, costs, expenses, indemnities and other Obligations payable under this Agreement, the Notes or any other Note Document and all obligations of the Purchasers to purchase Notes hereunder shall terminate, all without presentment, demand, notice, protest or other requirements of any term or condition kind, all of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:expressly waived.
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Frontline Capital Group)
Events of Default Remedies. Each Paragraph 11 (“Events of Default”) of the Agreement is hereby amended by the deletion in their entirety of the first paragraph thereof (other than the clauses referenced in Section 14(a) below) and Paragraphs 11(a) through (i) thereof and by the addition of the provisions (a) through (c) of Section 14 of this Annex I:
(a) Together with clauses (iii) through (v) and (vii) of the first paragraph of Paragraph 11 of the Agreement, the following shall constitute an "event of default hereunder (each an “Event of Default": ”):
(i) failure of Seller to repurchase or the failure of Buyer to transfer the Purchased Loan on the applicable Repurchase Date (except when such failure to transfer is a result of Buyer’s inability to obtain necessary consents to, or fulfill restrictions on, such transfer);
(ii) failure of Seller to apply any Income received by Seller in accordance with the provisions hereof;
(A) the Transaction Documents shall for any reason not cause, or shall cease to cause, Buyer to be the owner or, if recharacterized as a secured financing, a secured party with respect to any of the Purchased Loans or the collateral specified in Section 6(a) and 6(c) free of any adverse claim, liens and other rights of others (other than as granted herein) or (B) if a Transaction is recharacterized as a secured financing, the Transaction Documents with respect to any Transaction shall for any reason cease to create a valid first priority security interest in favor of Buyer in any of the Purchased Loans or the collateral specified in Sections 6(a) and 6(c) or (C) if the Transaction Documents shall cease to be in full force and effect or if their enforceability is challenged by Seller;
(iv) failure of Seller to make the payments required under Section 4 or Section 5(b) on any Remittance Date which failure is not remedied within one (1) Business Day;
(v) failure by Lessee of Seller to make any other payment owing to Buyer which has become due, whether by acceleration or otherwise, under the terms of the Agreement which failure is not remedied within the applicable period (in the case of a failure pursuant to Section 4) or, if no period is specified, five (5) Business Days after notice thereof to Seller; provided, however, that Buyer shall not be required to provide notice in the event of a failure by Seller to repurchase on the Repurchase Date;
(vi) breach by Seller in the due performance or observance of any term, covenant or agreement contained in Section 11(k) of this Annex I;
(vii) Change of Control shall have occurred with respect to the Seller or Guarantor;
(viii) any representation made by Seller or Buyer shall have been incorrect or untrue in any material respect when made or repeated or deemed to have been made or repeated; provided that the representations and warranties set forth in Section 10(a) (vi) or (viii) (in the case of (vi), with respect to the affected or Purchased Loans only) made by Seller shall not be considered an Event of Default if incorrect or untrue in any material respect, if Buyer terminates the related Transaction and Seller repurchases the related Purchased Loans on an Early Repurchase Date no later than ten (10) Business Days after receiving written notice of such incorrect or untrue representation; provided, however, that if Seller shall have made any such representation with knowledge that it was materially incorrect or untrue at the time made, such misrepresentation shall constitute an Event of Default;
(ix) a final judgment by any competent court in the United States of America for the payment of money (in the case of Seller) or for the payment of money in an amount greater than $5,000,000 (in the case of Guarantor) shall have been rendered against Seller or Guarantor, as the case may be, and remained undischarged or unpaid for a period of forty-five (45) days, during which period execution of such judgment is not effectively stayed;
(x) Guarantor shall have defaulted or failed to perform under any note, indenture, loan agreement, guaranty, swap agreement or any other contract, agreement or transaction to which it is a party, and which default (A) involves the failure to pay a matured obligation in excess of $10,000,000, or (B) involving an obligation of at least $10,000,000 is a monetary default or a material non-monetary default and results in acceleration or permits the acceleration of the obligation by any other party to or beneficiary of such note, indenture, loan agreement, guaranty, swap agreement or other contract agreement or transaction; provided, however, that any such default, failure to perform or breach shall not constitute an Event of Default if Guarantor cures such default, failure to perform or breach, as the case may be, within the grace period, if any, provided under the applicable agreement;
(xi) As of the end of any fiscal quarter (A) Guarantor’s (1) Debt to Equity Ratio is greater than 5:1, (2) Tangible Net Worth is less than the sum of (x) $129,750,000 and (y) 75% of the proceeds of any equity issuances occurring after Guarantor’s initial public offering, (3) Fixed Charge Coverage Ratio is less than 1.50:1, or (4) Minimum Liquidity is less than $10,000,000, for the first two years after the date of this Agreement, and less than $15,000,000 thereafter; or (B) Guarantor fails to maintain cumulative positive EBITDA for the three fiscal quarters most recently ended.
(xii) if Seller or Buyer shall breach or fail to perform any of the terms, covenants, obligations or conditions of the Agreement, other than as specifically otherwise referred to in this definition of “Event of Default”, and such breach or failure to perform is not remedied within ten (10) Business Days, or if such breach is not curable by the payment of a sum of money, thirty (30) days after notice thereof to Seller or Buyer from the applicable party or its due datesuccessors or assigns;
(xiii) an Act of Insolvency shall have occurred with respect to the Seller or Guarantor;
(xiv) an “event of default” beyond any applicable notice and cure period shall have occurred under (A) the Securities Repurchase Agreement, (B) any repurchase facility or loan facility entered into by Seller and Buyer or any affiliate thereof or (C) any facility with Buyer or any affiliate thereof in which Seller is a guarantor; or
(2A) failure by Lessee any of the representations, warranties and covenants of Guarantor in the Guaranty or any Financial Covenant Compliance Certificate shall have been incorrect or untrue in any material respect when made or repeated or deemed to have been made or repeated and such misrepresentation or breach of warranty or covenant has not been cured within ten (10) Business Days of after receiving written notice of such incorrect or untrue representation or such breach of covenant or (B) Guarantor shall have defaulted or failed to perform under the Guaranty.
(b) If an Event of Default shall occur and be continuing with respect to Seller, the following rights and remedies shall be available to Buyer:
(i) At the option of Buyer, exercised by written notice to Seller (which option shall be deemed to have been exercised, even if no notice is given, immediately upon the occurrence of an Act of Insolvency), the Repurchase Date for each Transaction hereunder shall, if it has not already occurred, be deemed immediately to occur (the date on which such option is exercised or deemed to have been exercised being referred to hereinafter as the “Accelerated Repurchase Date”) (and any Transaction for which the related Purchase Date has not yet occurred shall be canceled).
(ii) If Buyer exercises or is deemed to have exercised the option referred to in Section 14(b)(i):
(A) Seller’s obligations hereunder to repurchase all Purchased Loans shall become immediately due and payable on and as of the Accelerated Repurchase Date and all Income deposited in the Blocked Account shall be retained by Buyer and applied to the aggregate unpaid Repurchase Price and any other obligation under amounts owing by Seller hereunder; and
(B) to the extent permitted by applicable law, the Repurchase Price with respect to each Transaction (determined as of the Accelerated Repurchase Date) shall be increased by the aggregate amount obtained by daily application of, on a 360 day per year basis for the actual number of days during the period from and including the Accelerated Repurchase Date to but excluding the date of payment of the Repurchase Price (as so increased), (x) the Pricing Rate applicable upon an Event of Default for such Transaction multiplied by (y) the Repurchase Price for such Transaction (decreased by (I) any amounts actually remitted to Buyer by Seller from time to time pursuant to Section 5 and applied to such Repurchase Price to the extent such amounts are not already included in the computation of the Repurchase Price and (II) any amounts applied to the Repurchase Price pursuant Section 14(b)(iii) of this AgreementAnnex I); and
(C) the Custodian shall, and upon the continuance request of Buyer (with simultaneous copy of such default for request to Seller), deliver to Buyer all instruments, certificates and other documents then held by the Custodian relating to the Purchased Loans.
(iii) Buyer may, after ten (10) days after written notice thereof by Lessor to Lessee; Seller of Buyer’s intent to take such action (3provided that no such notice shall be required in the circumstances set forth in Section 9-611(d) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; UCC), (A) immediately sell, at a public or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, private sale in a commercially reasonable manner and at such price or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement prices as to Buyer may reasonably deem satisfactory any or all items of the Equipment; Purchased Loans or (3B) take possession in its sole discretion elect, in lieu of selling all or a portion of such Purchased Loans, to give Seller credit for such Purchased Loans in an amount equal to the Equipment wherever found, and Market Value of such Purchased Loans against the aggregate unpaid Repurchase Price for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees such Purchased Loans and any other amounts owing by Seller under the Transaction Documents. The proceeds of any disposition of Purchased Loans effected pursuant to this Section 14(b)(iii) shall be applied, (v) first, to the costs and expenses paid or incurred by Lessor Buyer in connection with Seller’s default; (w) second, to costs of cover and/or Hedging Transactions, if any; (x) third, to the repossession Repurchase Price; (y) fourth, to any other outstanding obligation of Seller to Buyer or its Affiliates pursuant to the Transaction Documents, and (z) the balance, if any, to Seller.
(iv) The parties recognize that it may not be possible to purchase or sell all of the Equipment; (6) apply Purchased Loans on a particular Business Day, or in a transaction with the security deposit specified same purchaser, or in this Agreement ("Security Deposit") the same manner because the market for such Purchased Loans may not be liquid. In view of the nature of the Purchased Loans, the parties agree that, to payment the extent permitted by applicable law, liquidation of Lessor's costs, expenses and attorney fees in enforcing a Transaction or the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default Purchased Loans shall not constitute require a waiver of any other Event of Default public purchase or of any term sale and that a good faith private purchase or condition of this Agreementsale shall be deemed to have been made in a commercially reasonable manner. No right or remedy referred to herein is intended to be exclusive and each Accordingly, Buyer may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Sellerelect, in its sole discretion, the time and can be viewed manner of liquidating any Purchased Loans, and nothing contained herein shall (A) obligate Buyer to liquidate any Purchased Loans on the occurrence and during the continuance of an Event of Default or to liquidate all of the Purchased Loans in the Resources section same manner or on the same Business Day or (B) constitute a waiver of any right or remedy of Buyer.
(v) Seller shall be liable to Buyer for the amount of all reasonable expenses, including reasonable legal fees and expenses, actually incurred by Buyer in connection with or as a consequence of an Event of Default with respect to Seller, (B) all costs incurred in connection with covering transactions or Hedging Transactions (including short sales) or entering into replacement transactions (C) all damages, losses, judgment costs and expenses of any kind which may be imposed on, incurred by or asserted against Buyer relating to or arising out of such Hedging Transactions or covering transactions and (D) any other loss, damage, cost or expense directly arising or resulting from the occurrence of an Event of Default with respect to Seller.
(vi) Buyer may exercise any or all of the remedies available to Buyer immediately upon the occurrence of an Event of Default and at any time during the continuance thereof. All rights and remedies arising under the Transaction Documents, as amended from time to time, are cumulative and not exclusive of any other rights or remedies which Buyer may have.
(vii) Buyer may enforce its rights and remedies hereunder without prior judicial process or hearing, and Seller hereby expressly waives any defenses Seller might otherwise have to require Buyer to enforce its rights by judicial process. Seller also waives any defense Seller might otherwise have arising from the use of nonjudicial process, disposition of any or all of the Purchased Loans, or from any other election of remedies. Seller recognizes that nonjudicial remedies are consistent with the usages of the trade, are responsive to commercial necessity and are the result of a bargain at arm’s length.
(viii) Without limiting any other rights or remedies of Buyer, Buyer shall have the right to set off and apply any and all deposits (general or special, time or demand, provisional or final) at any time held by or for account of Buyer or Buyer’s Affiliates on behalf of Seller to any obligations of Seller hereunder to Buyer, irrespective of whether Buyer shall have made any demand under the Agreement or the other Transaction Documents.
(ix) Buyer shall have, in addition to its rights and remedies under the Transaction Documents, all of the rights and remedies provided by applicable federal, state, foreign, and local laws (including, without limitation, if the Transactions are recharacterized as secured financings, the rights and remedies of a secured party under the UCC of the State of New York, to the extent that the UCC is applicable, and the right to offset any mutual debt and claim), in equity, and under any other agreement between Buyer and Seller, exercisable upon ten (10) days notice from Buyer to Seller. Without limiting the generality of the foregoing, Buyer shall be entitled to set off the proceeds of the liquidation of the Purchased Loans against all of Seller’s website at obligations to Buyer, whether or not such obligations are then due, without prejudice to Buyer’s right to recover any deficiency.
(xxxxx://xxx.xxxxxxxxxxxxx.xxx/contracttermsc) If an Event of Default occurs and is continuing with respect to Buyer, the following rights and remedies shall be available to Seller:
(i) Upon tender by Seller of payment of the aggregate Repurchase Price for all Purchased Loans, together with all other amounts due hereunder to Buyer, Buyer’s right, title and interest in such Purchased Loans shall be deemed transferred to Seller, and Buyer shall simultaneously deliver such Purchased Loans to Seller.
(ii) Seller shall have all the rights and remedies provided herein or provided by applicable federal, state, foreign, local and any other applicable laws, in equity, and under any other agreement between Buyer and Seller (including the right to offset any debt or claim). The .
(iii) If Seller exercises the option referred to in Section 14(c)(i) hereof and Buyer hereby affirms fails to deliver any Purchased Loans to Seller, after three (3) Business Days’ notice to Buyer, Seller may purchase loans that he/she has read are in its entirety as similar an amount and understands the Supplemental Lease Terms interest rate as is reasonably practicable and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto same Loan Type as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:such Purchased Loans.
Appears in 1 contract
Samples: Master Repurchase Agreement (Gramercy Capital Corp)
Events of Default Remedies. Section 5.1. Each of the following shall constitute be an "Event of Default"" hereunder:
a). The occurrence of an Event of Default under Section 5.1 of the Loan Agreement (as defined in the Loan Agreement).
b). Any of the Guarantors shall: (1i) failure by Lessee admit in writing, any inability to make pay any payment within ten (10) days after its due dateof the Guarantor's debts generally as they become due; (2ii) failure have an order for relief entered in any case commenced by Lessee to perform or against the Guarantor under the federal bankruptcy laws, as now or hereafter in effect; (iii) commence a proceeding under any other obligation under this Agreementfederal or state bankruptcy, insolvency, reorganization or other similar law, or have such a proceeding commenced against the Guarantor and either have an order of insolvency or reorganization entered against the continuance of such default Guarantor or have the proceeding remain undismissed and unstayed for ten (10) days after written notice thereof by Lessor to Lessee90 days; (3iv) make an assignment for the benefit of creditors; or (v) have a receiver or trustee appointed for the Guarantor or for the whole or any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx substantial part of any of the Equipment; Guarantor's property.
c). Any of the Guarantors shall fail to observe or perform any agreement, term or condition stated in this Guaranty, other than as required or described in subsection (5a) Lessee's dissolutionand (b) above, termination and such failure shall continue for a period of existence, discontinuance thirty (30) days after notice of business, insolvencysuch failure is given to the Guarantor by the (name of local jurisdiction), or for such longer period as the commencement (name of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereoflocal jurisdiction) may agree to in writing.
Section 5.2. Upon the occurrence of any an Event of DefaultDefault hereunder, Lessor the (name of local jurisdiction) may proceed hereunder and, in the (name of local jurisdiction)'s sole discretion, shall have the right to proceed first and directly against any of the Guarantors under this Guaranty without proceeding against or exhausting any other remedies which the (name of local jurisdiction) may have under the Loan Documents and without resorting to any other security held by the (name of local jurisdiction).
Section 5.3. Each of the Guarantors consent and agree that the (name of local jurisdiction) may, at the (name of local jurisdiction)'s discretion and without notice, exercise one the necessity of obtaining any further consent of or more giving notice to any of the following remedies: Guarantors, have the right to (1i) declare all unpaid payments under this Agreement deal in any manner with the Borrower, including the right to be immediately due and payable; (2) terminate this Agreement as to grant any indulgence, forbearance, change, amendment, release, extension or all items other modification of the Equipment; (3) take possession of the Equipment wherever found, Loan Documents and for this purpose enter upon to waive compliance with any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession provisions of the EquipmentLoan Documents; (6ii) apply exchange, release, fail to resort to or otherwise deal in any manner with any security which may at any time be given to secure the security deposit specified in this Agreement Note, ("Security Deposit"iii) effect any release, compromise or settlement with respect to the Loan Documents, (iv) accelerate the maturity of the Note, (v) accept partial payment or payments of or extend the time for payment of Lessor's costsany amounts due on or under this Guaranty, expenses and attorney fees (vi) agree to release any property from the lien, pledge and security interest created by the Security Documents (as defined in enforcing the terms Loan Agreement) and Loan Documents irrespective of the consideration, if any, received. Irrespective of the (name of local jurisdiction) taking or refraining from taking any of the above actions or any of the actions referred to in the Loan Documents, the Security Documents or this Agreement Guaranty, the obligations of the Guarantors under this Guaranty shall remain in full force and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default effect and shall not constitute a waiver be affected, modified or impaired in any manner.
Section 5.4. Each of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee Guarantors expressly waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller(i) notice, in its sole discretionwriting or otherwise, from the (name of local jurisdiction) of the (name of local jurisdiction)'s acceptance of, and can be viewed in the Resources section of Seller’s website at reliance on, this Guaranty, and (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”ii) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:defenses based on suretyship.
Appears in 1 contract
Samples: Guaranty
Events of Default Remedies. Each If any of the following events shall occur and be continuing:
ARTICLE I the Borrower shall fail to pay any principal of any Loan or Reimbursement Obligation when due in accordance with the terms hereof; or the Borrower shall fail to pay any interest on any Loan, Reimbursement Obligation, any fees hereunder or any other amount payable hereunder or under any other Loan Document within five (5) Business Days after any such interest, fees or other amounts becomes due in accordance with the terms hereof; or
ARTICLE II any representation or warranty made or deemed made by any Loan Party herein or in any other Loan Document or that is contained in any certificate, document or financial or other statement furnished by it at any time under or in connection with this Agreement or any such other Loan Document when made which shall be false or misleading when made if the same has a Material Adverse Effect; or
ARTICLE III any Loan Party shall default in the observance or performance of any covenant contained in Sections 6.3, 6.5, 6.6 or 6.9, or Section 7; or
ARTICLE IV any Loan Party shall default in the observance or performance of any other covenant contained in this Agreement or any other Loan Document (other than as provided in paragraphs (a) through (c) of this Section 8), and such default shall continue unremedied for a period of thirty (30) days; or
ARTICLE V any Loan Party shall (i) default in making any payment of any principal of any Indebtedness (including any Contingent Obligation, but excluding the Loans and Non-Recourse Indebtedness) beyond any applicable period of grace, or (ii) default in making any payment of any interest on any such Indebtedness or Contingent Obligation set forth in clause (i) beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created, or (iii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Contingent Obligations set forth in clause (i) or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or beneficiary of such Indebtedness (or a trustee or agent on behalf of such holder or beneficiary) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or (in the case of any such Indebtedness constituting a Contingent Obligation) to become payable; provided, that a default, event or condition described in clause (i), (ii) or (iii) of this paragraph (e) shall not at any time constitute an "Event of Default": Default unless, at such time, one or more defaults, events or conditions of the type described in clauses (1i), (ii) failure by Lessee and (iii) of this paragraph (e) shall have occurred and be continuing with respect to make any payment within ten Indebtedness or Contingent Obligation the aggregate outstanding principal amount of which is $25,000,000 or more; or
ARTICLE VI (10i) days after its due date; (2) failure by Lessee to perform Borrower or any other obligation Loan Party shall commence any case, proceeding or other action (A) under this Agreementany existing or future law of any jurisdiction, and domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, windingup, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets; or (ii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action of a nature referred to in clause (i) above that (A) results in the continuance entry of an order for relief or any such default adjudication or appointment or (B) remains undismissed or undischarged for ten a period of 60 days; or (10iii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets that results in the entry of an order for any such relief that shall not have been vacated, discharged, or stayed or bonded pending appeal within 60 days after written notice thereof by Lessor to Lesseefrom the entry thereof; or (3iv) Borrower or any material misrepresentation other Loan Party shall take any action in furtherance of, or false statement of fact by Lessee; (4) the lossindicating its consent to, theftapproval of, damageor acquiescence in, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipmentacts set forth in clause (i), (ii), or (iii) above; or (5v) Lessee's dissolution, termination of existence, discontinuance of business, insolvencyBorrower or any other Loan Party shall generally not, or the commencement of shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or (vi) or Borrower or any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages other Loan Party shall make a general assignment for the breach hereofbenefit of its creditors; or
ARTICLE VII (i) an ERISA Event shall have occurred, including attorneys' fees (ii) a trustee shall be appointed by a United States district court to administer any Pension Plan, (iii) the PBGC shall institute proceedings to terminate any Pension Plan(s), (iv) any Loan Party or any of their respective ERISA Affiliates shall have been notified by the sponsor of a Multiemployer Plan that it has incurred or will be assessed Withdrawal Liability to such Multiemployer Plan and such entity does not have reasonable grounds for contesting such Withdrawal Liability or is not contesting such Withdrawal Liability in a timely and appropriate manner; or (v) any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term event or condition of this Agreement. No right shall occur or remedy referred exist with respect to herein is intended to be exclusive a Plan; and in each may be exercised concurrently case in clauses (i) through (v) above, such event or separately and from time to time. In the event of repossessioncondition, Lessee waives any bond posting requirement. Lease Terms and Conditionstogether with all other such events or conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditionsif any, which are hereby incorporated by reference could reasonably be expected to result in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:Material Adverse Effect; or
Appears in 1 contract
Events of Default Remedies. Each If any of the following events shall occur and be continuing (each of which shall constitute an "Event of Default": " under this Loan Agreement): 10
(1) failure ROSS xxxs not pay, repay or prepay any principal of or interest on any Note when due;
(2) ROSS xxxs not pay any other obligation or amount payable under this Loan Agreement or any Note when due;
(3) ROSS xxxs not pay principal or interest on any other debt when due, or the holder of such other debt declares, or may declare, such debt due prior to its stated maturity because of ROSS' xxfault thereunder;
(4) any representation or warranty made by Lessee ROSS xxxein or otherwise furnished to make the Bank in connection with this Loan Agreement shall be incorrect, false or misleading in any payment material respect when made;
(5) ROSS xxxls to deliver an original Note to the Bank in accordance with paragraph 1(c) of this Loan Agreement within ten (10) days after its due date; (2) failure following receipt by Lessee to perform any other obligation under this Agreement, and the continuance Bank of the telecopied form of such default for ten Note, or the original note contains any material variation from the telecopied form of such Note;
(106) ROSS xxxlates any covenant, agreement or condition contained in herein and such violation shall not have been remedied within thirty (30) days after written notice thereof has been received by Lessor to LesseeROSS xxxm the Bank or the holder of a Note;
(7) ROSS (x) makes an assignment for the benefit of creditors; (3ii) any material misrepresentation or false statement of fact by Lesseeadmits in writing its inability to pay its debts generally as they become due; (4iii) the lossgenerally fails to pay its debts as they become due; (iv) files a petition or answer seeking for itself, theftor consenting to or acquiescing in, damageany reorganization, destruction arrangement, composition, readjustment, liquidation, dissolution, or the attempted sale similar relief under any applicable law; (v) there is appointed a receiver, custodian, liquidator, fiscal agent, or encumbrance by Xxxxxx trustee of any ROSS xx of the Equipmentwhole or any substantial part of its assets; or (5vi) Lessee's any court enters an order, judgment or decree approving a petition filed against ROSS xxxking reorganization, arrangement, composition, readjustment, liquidation, dissolution, termination or similar relief under any applicable law and either such order, decree or judgment so filed against it is not dismissed or stayed (unless and until such stay is no longer in effect) within thirty (30) days of existenceentry thereof or an order for relief is entered pursuant to any such law;
(8) any order is entered in any proceeding against ROSS xxxreeing the dissolution, discontinuance liquidation, winding-up or split-up of businessROSS, insolvencyxxd such order remains in effect for thirty (30) days;
(9) ROSS xx any other person claims, or any court finds or rules, that the commencement of any bankruptcy proceedings by Bank does not have a valid claim against Fujitsu under the Facility A Guaranty or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payableFacility B Guaranty; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:or
Appears in 1 contract
Samples: Loan Agreement (Ross Technology Inc)
Events of Default Remedies. Each If any of the following events shall constitute an "Event occur and be continuing:
(a) The Borrowers shall fail to pay any principal of Default": (1) failure by Lessee or interest on the Note when due in accordance with the terms thereof or hereof or the Borrowers shall fail to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform pay any other obligation amount payable hereunder or under the other Loan Documents within five (5) Business Days after any such other amount becomes due in accordance with the terms thereof or hereof; or
(b) Any representation or warranty made or deemed made by the Borrowers or the Guarantor herein or in any other Loan Document or which is contained in any certificate, document or financial or other statement furnished at any time under or in connection with this Agreement shall prove to have been incorrect in any material respect on or as of the date made or deemed made; or
(c) The Borrowers or the Guarantor shall default in the observance or performance of any agreement or requirement contained in Article 5, and such default shall continue unremedied for a period of twenty (20) days; or
(d) The Borrowers or the Guarantor shall default in the observance or performance of any agreement or requirement contained in Article 6; or
(e) The Borrowers or the Guarantor shall default in the observance or performance of any other covenant, condition or agreement contained in this Agreement, the Security Agreement or any other Loan Document (other than as provided in paragraphs (a) through (d) of this Section), and such default shall continue unremedied for a period of thirty (30) days; or
(f) The Borrowers or the continuance Guarantor shall (i) default in any payment of principal of or interest on any Indebtedness to any Person other than the Bank or in the payment of any Guarantee Obligation beyond the period of grace (not to exceed sixty (60) days), if any, provided in the instrument or agreement under which such Indebtedness or Guarantee Obligation was created, which aggregate amount is $100,000.00 or more; or (ii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Guarantee Obligation or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such default Indebtedness or beneficiary or beneficiaries of such Guarantee Obligation (or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or such Guarantee Obligation to become payable, which aggregate amount is $100,000.00 or more; or
(i) The Guarantor or any of the Borrowers shall commence any case, proceeding or other action (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for ten relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (10B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets, or (ii) the Guarantor or any of the Borrowers shall make a general assignment for the benefit of its creditors; or (iii) there shall be commenced against the Guarantor or any of the Borrowers any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment, or (B) remains undismissed, undischarged or unbonded for a period of sixty (60) days; or (iv) there shall be commenced against the Guarantor or any of the Borrowers any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within sixty (60) days after written notice thereof by Lessor to Lesseefrom the entry thereof; or (3v) the Guarantor or any of the Borrowers shall take any action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the acts set forth in clause (i), (ii), or (iii) above; or (vi) the Guarantor or any of the Borrowers shall generally not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or
(i) Any Person shall engage in any “prohibited transaction” (as defined in Section 406 of ERISA or Section 4975 of the Code) involving any Plan, (ii) any material misrepresentation “accumulated funding deficiency” (as defined in Section 302 of ERISA), whether or false statement not waived, shall exist with respect to any Plan or any Lien in favor of fact by Lessee; (4) the loss, theft, damage, destruction PBGC or a Plan shall arise on the attempted sale or encumbrance by Xxxxxx assets of any of the Equipment; Guarantor, the Borrowers or any Commonly Controlled Entity, (5iii) Lessee's dissolutiona Reportable Event shall occur with respect to, or proceedings shall commence to have a trustee appointed, or a trustee shall be appointed, to administer or to terminate, any Single Employer Plan, which Reportable Event or commencement of proceedings or appointment of a trustee is, in the reasonable opinion of the Bank, likely to result in the termination of existencesuch Plan for purposes of Title IV of ERISA and such Reportable Event shall not have been rectified to the reasonable satisfaction of the Bank within 20 days of the occurrence of such Reportable Event, discontinuance (iv) any Single Employer Plan that is not fully funded shall terminate for purposes of businessTitle TV of ERISA, insolvency(v) the Guarantor or any of the Borrowers or any Commonly Controlled Entity shall, or in the reasonable opinion of the Bank is likely to, incur any liability in connection with a withdrawal from, or the commencement Insolvency or Reorganization of, a Multiemployer Plan or (vi) any other event or condition shall occur or exist with respect to a Plan; and in each case in clauses (i) through (vi) above, such event or condition, together with all other such events or conditions, if any, would have a Material Adverse Effect; or
(i) One or more judgments or decrees shall be entered against the Guarantor or any of the Borrowers involving in the aggregate a liability (not paid or fully covered by insurance) of $100,000 or more, and all such judgments or decrees shall not have been satisfied, vacated, discharged, stayed or bonded pending appeal within sixty (60) days from the entry thereof; or
(i) The Security Agreement shall cease, for any reason, to be in full force and effect, or the Guarantor or any of the Borrowers shall so assert, or (ii) the security interests created by the Security Agreement shall cease to be enforceable and of the same effect and priority purported to be created thereby;
(k) Loss by any of the Borrowers of its regulatory approval and/or licensing; or
(l) Loss by any of the Borrowers of its accreditation by an applicable accrediting agency. then, at any time thereafter during the continuance of any bankruptcy proceedings by such event, the Bank may, without notice to the Borrowers (i) terminate the Commitment and (ii) declare the Note to be forthwith due and payable, both as to principal and interest, without presentment, demand, protest or againstother notice of any kind, Xxxxxx. Xxxxxx acknowledges that all of which are hereby expressly waived, anything contained herein or in the Note to the contrary notwithstanding, (iii) exercise any Event of Default will substantially impair the lease value or all of the Equipment hereofrights and remedies afforded to the Bank in the Security Agreement or the other Loan Documents, by the UCC or otherwise possessed by the Bank and realize upon, dispose of, or sell, all or any part of the Collateral given by the Guarantor and the Borrowers to the Bank, and the Bank may apply the net proceeds of such realization, disposal or sale to the payment of any liabilities of the Borrowers under the Note or this Agreement in the order set forth in the Security Agreement, provided, however that if an event specified in subsection (g) shall have occurred, the Loans shall automatically accelerate and the Commitment shall automatically terminate. Upon In addition to and not in limitation of all rights of offset that the Bank may have under applicable law, the Bank shall, upon the occurrence of any Event of DefaultDefault and whether or not the Bank has made any demand or the Obligations are matured, Lessor may, without notice, exercise one or more have the right to appropriate and apply to the payment of the following remedies: Obligations, all deposits (1general or special, time or demand, provisional or final) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of Guarantor or the Equipment wherever foundBorrowers then or thereafter held by the Bank and other indebtedness or property then or thereafter owing to the Guarantor or the Borrowers by the Bank, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability whether or not related to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:transaction hereunder.
Appears in 1 contract
Events of Default Remedies. Each If Lessee fails to pay any installment of the following shall constitute an "Event rent due under this lease or fails to comply with any other provision of Default": (1) failure by Lessee to make any payment this lease, within ten (10) days after its due date; notice by Lessor to Lessee demanding same, provided that said notice need not be given with regard to nonpayment of rent or failure to comply with any other provision of this lease after such notice has been given twice during the period of this lease, or if Lessee abandons the leased premises or discontinues the use of the leased premises for the purposes for which leased or removes from the leased premises any property against which Lessor is entitled in a lessor's lien or makes an assignment for the benefit of creditors or if a receiver or other custodian is appointed for Lessee or any of Lessee's property by any court, then, in any such events, Lessor shall have the right, at Lessor's option, without puffing Lessee in default and without notice of default, (1) to cancel this lease effective immediately or effective as of any date Lessor may select, or (2) failure by Lessee to perform proceed one or more times for past due installments of rent only, without prejudicing the right to proceed later for additional installments, or exercise any other obligation under this Agreementremedy, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; or (3) any material misrepresentation or false statement to declare the unpaid rent for the entire unexpired term of fact by Lessee; this lease immediately due and payable and at once demand and receive payment thereof, of (4) to have recourse to any other remedy or mode of redress to which Lessor may be entitled by law. In the event Lessor exercises the right to cancel this lease, then (a) Lessor shall have the right, as soon as said cancellation is effective, to re-enter the leased premises and re-let the same for such price and on such terms as may be immediately available, without notice or court proceedings, Lessee hereby assenting thereto and expressly waiving any notice to vacate, and (b) Lessee shall be and remain liable not only for all rent payable to the date such cancellation becomes effective, but also for all damage or loss (including, without limitation, all rental loss, theft, damage, destruction or ) suffered by Lessor for the attempted sale or encumbrance by Xxxxxx remaining term of this lease resulting from such cancellation. Failure of Lessor to exercise any right granted in this section shall not be construed as a waiver of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement right to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever foundsubsequently enforce for a new default such right, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred no indulgence by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute be construed as a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:therein granted.
Appears in 1 contract
Samples: Office Lease (LOUISIANA FOOD Co)
Events of Default Remedies. Each of the The following items shall constitute an "Event event of Default": default" on the part of the Lessee:
A. The failure to pay the principal of any Parity Obligations when due and payable, either at maturity or by proceedings for redemption.
B. The failure to pay any installment of interest on the outstanding Parity Obligations when the same shall become due and payable or within thirty (130) days thereafter.
C. The default by the Lessee in the due or punctual performance of any other of the covenants, conditions, agreements and provisions contained in this Lease, including this Exhibit.
D. The failure by to promptly repair, replace or reconstruct needed or essential facilities of the System that have been damaged or destroyed.
E. The entering of an order or decree with the consent or acquiescence of the Lessee to make appointing a receiver of all or any payment part of the System or any Revenues thereof; or if such order or decree having been entered without the acquiescence or consent of the Lessee, its failure in not having the order vacated, discharged or stayed on appeal within ten sixty (1060) days after its due date; (2) entry.
F. The failure by of the Lessee to perform fulfill any of its other obligation under obligations pursuant to this AgreementLease, including this Exhibit G. The Lessor may, either at law or in equity, by suit, action, mandamus or other proceedings, enforce and compel performance by the Lessee and its officers and agents of all duties imposed or required by law or by this Lease including this Exhibit G in connection with the operation of the System, including the making and collection of sufficient rates, the segregation of the Revenues of the System and the continuance application thereof in accordance with the provisions of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the lossthis Lease, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. including this Exhibit G. Upon the occurrence of an "event of default" as defined above, then upon the filing of suit by the Lessor or any Event holder of Defaultany Parity Obligations, Lessor may, without notice, exercise one or more any court havingjurisdiction of the following remedies: (1) declare all unpaid payments under action may appoint a receiver to administer the System on behalf of the Lessee, with power to charge and collect rates and charges for the services and facilities provided by the System sufficient to provide for the payment of any outstanding Parity Obligations and other obligations of the System, and the interest thereon, together with the expenses of operation and maintenance, and to apply the income and Revenues in accordance with the provisions of this Agreement Lease, including this Exhibit G, and of the applicable statutes of Kentucky, and to take such other legal action as may be immediately due and payable; (2) terminate this Agreement as appropriate for the protection of the Lessor or any such other holder. The Lessee hereby agrees to transfer to any bona fide receiver or all items other subsequent operator of the Equipment; (3) take possession System, pursuant to any valid court order in a proceeding brought to enforce collection or payment of the Equipment wherever foundLessee's obligations, all contracts and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee other rights of the terms of this Agreement Lessee pertaining to the System, conditionally, for such time only as such receiver or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred operator shall operate by Lessor in connection with the repossession authority of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to timecourt. In the event of repossessiondefault, the Lessor or the holder of any Parity Obligations may require the Governing Body of the Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject by an action in mandamus to raise the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, rates a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:reasonable amount.
Appears in 1 contract
Samples: Lease Agreement
Events of Default Remedies. Each of the following events shall constitute an "“Event of Default": ” hereunder:
(1a) failure by Lessee to make if (i) any payment installment of interest or principal is not paid within ten five (105) days after its due date; the same is due, (2ii) failure by Lessee to perform the entire Indebtedness of each Note is not paid on or before the Maturity Date (or if the Maturity Date has been accelerated, upon such acceleration), or (iii) any other obligation payment or charge due under the Note, this AgreementMortgage or any other Loan Documents is not paid when due;
(b) if at any time any representation or warranty of Mortgagor made herein or in any guaranty, agreement, certificate, report, affidavit, owner’s affidavit, financial statement or other instrument furnished to Mortgagee shall be false or misleading in any respect;
(c) if any mortgagee under a mortgage on the Mortgaged Property, including, without limitation, the Second Mortgage, or the Third Mortgage, whether superior or subordinate to this Mortgage (i) demands payment in full or otherwise accelerates any indebtedness of Mortgagor or (ii) otherwise commences the exercise of any remedy available to such party under any such mortgage or related loan, including, without limitation, the Second Mortgage or the Third Mortgage;
(d) if Mortgagor fails to cure promptly any violation of any law or ordinance affecting the Mortgaged Property (provided that the foregoing provisions of this clause (h) shall be subject to any right to contest such violation specifically granted to Mortgagor in Paragraph 5 of this Mortgage);
(e) if a default by Mortgagor under any of the other terms, covenants or conditions of the this Mortgage shall occur and such default shall not have been cured within thirty (30) days after notice from Mortgagee, provided that if such default is not susceptible of being cured within such thirty (30) day period and Mortgagor shall have commenced the continuance cure of such default within such thirty (30) day period and thereafter diligently pursues such cure to completion, then such thirty (30) day period shall be extended for ten a period of ninety (1090) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) from the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any occurrence of the Equipment; or default, provided, further, that the notice and grace period set forth in this subparagraph (5e) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of shall not apply to any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any other Event of Default will substantially impair expressly set forth in this Paragraph 12 or to any other Event of Default defined as such in any other Loan Document or to any other covenant or condition with respect to which a grace period is expressly provided elsewhere; or
(f) if an Event of Default shall occur under the lease value of the Equipment hereofLoan Agreement. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more the Indebtedness shall immediately become due at the option of Mortgagee. Upon the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver occurrence of any Event of Default, Mortgagor shall pay interest on the entire unpaid principal balance of the Note at the Default shall not constitute a waiver Rate, as defined in and provided for in the Note. Upon the occurrence of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossessionDefault, Lessee waives any bond posting requirement. Lease Terms and ConditionsMortgagee may, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditionsextent permitted under applicable law, which are hereby incorporated by reference elect to treat the fixtures included in their entiretythe Mortgaged Property either as real property or as personal property, as updated from time to time by Seller, in its sole discretionor both, and can be viewed proceed to exercise such rights as apply thereto. With respect to any sale of real property included in the Resources section Mortgaged Property made under the powers of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read sale herein granted and conferred, Mortgagee may, to the extent permitted by applicable law, include in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described such sale any fixtures included in the Sale Agreement in the section titled “Customer Information”) hereby agree Mortgaged Property and relating to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:such real property.
Appears in 1 contract
Samples: Mortgage, Assignment of Leases and Rents and Security Agreement (GTJ REIT, Inc.)
Events of Default Remedies. Each Without limiting the generality of Section 1 hereof, any event or condition which constitutes an Event of Default under the following Financing Agreement or any other Loan Documents shall constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation " under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, XxxxxxMortgage. Xxxxxx acknowledges that If any Event of Default will substantially impair the lease value shall have occurred and be continuing:
(a) The Mortgagee may exercise in respect of the Equipment hereof. Upon Mortgaged Property, in addition to other rights and remedies provided for herein or otherwise available to it, all of the occurrence rights and remedies of any Event a secured party on default under the UCC (whether or not the UCC applies to the Mortgaged Property), and also may without notice or demand, as it deems advisable to protect and enforce its rights against the Mortgagor and in and to the Mortgaged Property, take the following actions, each of Defaultwhich may be pursued concurrently or otherwise, Lessor mayat such time and in such order as the Mortgagee, in its sole discretion, may determine, without notice, exercise one impairing or more otherwise affecting the other rights and remedies of the following remediesMortgagee: (1i) declare all the entire unpaid payments under this Agreement Indebtedness to be immediately due and payable, and exercise all other rights it may have under any Loan Document; (2ii) terminate this Agreement as to any enter into or upon the Mortgaged Property, either personally or by its agents or nominees and dispossess the Mortgagor and its agents and servants therefrom and thereupon the Mortgagee may (A) use, operate, manage, control, insure, maintain, repair, restore and otherwise deal with all items of the EquipmentMortgaged Property and conduct business thereat; (3B) take possession of complete any construction on the Equipment wherever found, Mortgaged Property in such manner and for this purpose enter upon any premises of Lessee and remove form as the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by SellerMortgagee, in its sole discretion, deems advisable; (C) make alterations, additions, renewals, replacements and can be viewed improvements to or on the Mortgaged Property; and (D) exercise all rights and powers of the Mortgagor with respect to the Mortgaged Property, whether in the Resources section name of Seller’s website the Mortgagor or otherwise, including, without limitation, the right to make, cancel, enforce or modify leases, obtain and evict tenants, and demand, sue xxx, collect and receive all earnings, revenues, rents, issues, profits and other income of the Mortgaged Property; (iii) institute proceedings for the complete foreclosure of this Mortgage, in which case the Mortgaged Property may be sold for cash, on credit or for future delivery, in one or more parcels; (iv) with or without entry and, to the extent permitted and pursuant to the procedures provided by applicable law, institute proceedings for the partial foreclosure of this Mortgage for the Obligations then due and payable, subject to the Lien of this Mortgage continuing unimpaired and without loss of priority so as to secure the balance of the Obligations; (v) sell any of the Mortgaged Property and all estate, claim, demand, right, title and interest of the Mortgagor therein and rights and equities of redemption and statutory rights of redemption thereof, pursuant to the power of sale or otherwise, at one or more sales, in one or more parcels, at such times and places, upon such terms and after such notice thereof as may be required or permitted by law, and in the event of a sale, by foreclosure or otherwise, of less than all of the Mortgaged Property, this Mortgage shall continue as a Lien on the remaining portion of the Mortgaged Property; (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)vi) institute an action, suit or proceeding in equity for the specific performance of any agreement contained herein or in any other Loan Document to which the Mortgagor is a party; (vii) recover judgment on any such other Loan Document either before, during or after or in lieu of any proceedings for the enforcement of this Mortgage; and (viii) apply for and obtain the appointment of a custodian, trustee, receiver, liquidator or conservator of the Mortgaged Property, without regard for the adequacy of the security for the Obligations and without regard for the solvency of the Mortgagor or any Guarantor of the Obligations or any other Person.
(b) The Mortgagee shall not be obligated to make any sale of any of the Mortgaged Property regardless of notice of sale having been given. The Buyer hereby affirms that he/she has read Mortgagee may adjourn any public or private sale from time to time by announcement at the time and place fixed therefor, and, except as otherwise provided by Applicable Law, such sale may without further notice be made at the time and place to which it was so adjourned. In any sale made by virtue of this Mortgage (whether made under the power of sale herein granted or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale), the Mortgagee may bid for and acquire any of the Mortgaged Property and in its entirety lieu of paying cash therefor may make settlement for the purchase price by crediting upon the Indebtedness the net sale price after deducting therefrom the expenses of the sale and understands the Supplemental Lease Terms and Conditionsany other sums payable pursuant to Section 8 hereof. The parties heretoMortgagee shall not be required to take possession of any of the Mortgaged Property prior to the sale thereof or to deliver possession of the Mortgaged Property to the purchaser at such sale. Any such sale made by virtue of this Mortgage shall operate to divest all of the estate, Mobile Modular Management Corporationright, title, interest, claim and demand whatsoever, whether at law or in equity, of the Mortgagor in and to the properties and rights so sold, and shall be a perpetual bar both at law and in equity against the Mortgagor and against any Persons claiming the same, or any part thereof, either from, through or under the Mortgagor.
(c) If the Mortgagor is the occupant of any of the Mortgaged Property, it will immediately surrender possession of the space so occupied to the Mortgagee, and if the Mortgagor is permitted to remain in possession, the possession shall be as a month-to-month tenant of the Mortgagee and, on demand, the Mortgagor will pay to the Mortgagee monthly, in advance, a California corporationreasonable rental for the space so occupied and in default thereof the Mortgagor may be dispossessed by the usual summary proceedings.
(d) Any cash held by the Mortgagee as part of the Mortgaged Property and all cash proceeds received by the Mortgagee in respect of any sale of, as seller (“Seller”) and buyer (“Buyer”collection from, as described or other realization upon, all or any part of the Mortgaged Property may, in the Sale Agreement discretion of the Mortgagee, be held by the Mortgagee as collateral for, and/or then or at any time thereafter applied (after payment of any amounts payable to the Mortgagee pursuant to Section 8 hereof) in whole or in part by the Mortgagee against, all or any part of the Obligations in such order as the Mortgagee shall elect. Any surplus of such cash or cash proceeds held by the Mortgagee and remaining after payment in full of all of the Obligations shall be paid over to the Mortgagor or to such Person as may be lawfully entitled to receive such surplus.
(e) In the event that the proceeds of any such sale, collection or realization are insufficient to pay all amounts to which the Mortgagee is legally entitled, the Mortgagor shall be liable for the deficiency, together with interest thereon at the highest rate specified in the section titled “Customer Information”) hereby agree to this Sale Financing Agreement for interest on overdue principal or such other rate as shall be fixed by Applicable Law, together with the costs of collection and the terms and conditions set forth reasonable fees of any attorneys employed by the Mortgagee to collect such deficiency.
(f) If, at any time prior to foreclosure sale, the Mortgagor or any other Person tenders payment of the amount necessary to satisfy the Obligations, the same shall be deemed to be a voluntary prepayment, in which case such payment must include the premium required under any applicable prepayment provisions contained in the Sale Terms and ConditionsLoan Documents, attached hereto as Attachment A, which are hereby incorporated by referenceif any. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:This provision
Appears in 1 contract
Samples: Mortgage, Security Agreement, Assignment of Leases and Rents (Decora Industries Inc)
Events of Default Remedies. Each of the The following events shall each constitute an "Event of Default"" hereunder: (1a) failure by Lessee Debtor shall fail to make pay any payment Obligation within ten (10) 10 Business days after its the same becomes due date(whether at the stated maturity, by acceleration or otherwise); (2b) failure any representation or warranty made by Lessee Debtor in this Agreement or in any document, certificate or financial or other statement now or hereafter furnished by Debtor in connection with this Agreement or any Loan shall at any time prove to be untrue or misleading in any material respect as of the time when made; ( c) Debtor shall fail to observe covenant, condition, or agreement contained in Section 5.A(11) or 5.B hereof or in paragraph 4 or 7 of Rider A; (d) Debtor shall fail to observe or perform any other obligation under covenant or condition contained in this Agreement, and such failure shall continue unremedied for a period of 30 days after the continuance earlier of the date on which Debtor obtains knowledge of such default for ten (10) days after written failure or the date on which the notice thereof shall be given by Lessor CIT to LesseeDebtor; (3e) Debtor shall default in the payment of, or other performance under, any material misrepresentation obligation for payment or false statement lease (whether or not capitalized) or any guarantee (i) to CIT beyond the period of fact by Lessee; grace, if any, provided with respect thereto, or (4ii) to Imperial Bank, or any other bank or financial institution providing revolving credit to Debtor, beyond the lossperiod of grace, theftif any, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipmentprovided with respect thereto; or (5f) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, a complaint in bankruptcy or for the commencement of arrangement or reorganization or for relief under any bankruptcy proceedings insolvency law is filed by or against, Xxxxxxagainst Debtor (and when filed against Debtor is in effect for 60 days) or Debtor admits it inability to pay its debts as they mature. Xxxxxx acknowledges that any If an Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Defaultshall occur, Lessor CIT may, without noticeby notice of default given to Debtor, exercise do any one or more of the following remediesfollowing: (1a) terminate the Commitment and/or (b) declare the Notes to be due and payable, whereupon the principal amount of the Notes, together with the accrued interest thereon and all unpaid payments other amounts owing under this Agreement to be and the Notes, shall become immediately due and payable; (2) terminate this Agreement as to any payable without presentment, demand, protest or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost notice of any Equipment kind, all of which Lessor is unable to repossess. Lessor's waiver are hereby expressly waived (and in the case of any Event of Default specified in clause (f) of the above paragraph, such acceleration of the Notes shall not constitute a waiver of be automatic, without any other notice by CIT). In addition, if an Event of Default shall occur and be continuing, CIT may exercise all other rights and remedies available to it, whether under this Agreement, under any other instrument or agreement securing, evidencing or relating to the Obligations, under the Code, or otherwise available at law or in equity. Without limiting the generality of the foregoing, Debtor agrees that in any such event, CIT, without demand of performance or other demand, advertisement or notice of any kind (except the notice specified below time and place of public or private sale) to or upon Debtor or any other Person (all and each of which demands, advertisements and notices are hereby expressly waived), may forthwith do any one or more of the following: collect, purchase or otherwise dispose of and deliver, the Collateral (or contract to do so), or any part thereof, in one or more parcels at public or private sale or sales at such places and at such prices as it may deem best, for cash or on credit or for future delivery without the assumption of any credit risk. CIT shall have the right upon any such public sale or sales, and sold, free of any right or equity of redemption of Debtor, which right or equity is hereby expressly released. Debtor further agrees, at CIT's request, to assemble (at Debtor's expense) the Collateral and make it available to CIT at such places which CIT shall select, whether at Debtor's premises or elsewhere. CIT shall apply the net proceeds of any such collection, recovery, receipt, appropriation, realization or sale (after deduction all reasonable out-of pocket costs and expenses of every kind incurred therein or incidental to the care, safekeeping or otherwise of any or all of the Collateral or in any way relating to the rights of CIT hereunder, including reasonable attorney's fees and legal expenses) to the payment in whole or in part of the Obligations, in such order as CIT may elect. Debtor agrees that CIT not give more than 10 days' notice of the time and place of any public sale or of the time after which a private sale may take place that such notice is reasonable notification of such matters. Debtor shall be liable for any term deficiency if the proceeds of any sale or condition disposition of the Collateral are insufficient to pay all amounts to which CIT is entitled. Debtor agrees to pay all costs of CIT, including reasonable attorney's fees, incurred with respect to collection of any of the Obligations and enforcement of any of CIT's rights hereunder. To the extent permitted by law, Debtor hereby waives presentment demand, protest or any notice (except as expressly provided in this Agreement. No right Section 6) of any kind in connection with this Agreement or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:Collateral.
Appears in 1 contract
Events of Default Remedies. Each of the following shall constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the The occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: events shall constitute an "EVENT OF DEFAULT" hereunder by Tenant:
(1a) declare all unpaid payments under this Agreement The failure by Tenant to be immediately due and payable; (2) terminate this Agreement as to make any payment of Rent or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipmentpayment required hereunder, as and when due, where such failure shall continue for a period often (10) days after notice thereof from Landlord to Tenant; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costsprovided, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any however, an Event of Default shall occur hereunder without any obligation of Landlord to give any notice if Landlord has given Tenant written notice under this Section 19.1(a) on more than one (1) occasion during the twelve (12) month interval preceding such failure by Tenant;
(b) If Tenant shall abandon the Premises (whether or not constitute the keys shall have been surrendered or the rent shall have been paid);
(c) If Tenant shall fail to maintain any insurance required hereunder;
(d) If Tenant shall fail to deliver a waiver replacement Letter of Credit as required under Article 24 below;
(e) If Tenant causes or suffers any release of Hazardous Materials in or near the Condominium;
(f) If Tenant shall make a Transfer in violation of the provisions of Article 16 above, or if any event shall occur or any contingency shall arise whereby the Lease, or the term and estate thereby created, would (by operation of law or otherwise) devolve upon or pass to any person, firm or corporation other than Tenant, except as expressly permitted under Article 16 hereof;
(g) If Tenant shall fail to deliver an estoppel certificate as required pursuant to Section 17.5 above;
(h) The failure by Tenant to observe or perform any of the covenants or provisions of this Lease to be observed or performed by Tenant, other than as specified above, and such failure continues for more than thirty (30) days after notice thereof from Landlord; provided, further, that if the TOLERRX LEASE / BUILDING 300 / EXECUTION VERSION -39- nature of Tenant's default is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant shall commence such cure within said thirty (30) day period and thereafter diligently prosecute such cure to completion, which completion shall occur not later than ninety (90) days from the date of such notice from Landlord;
(i) Tenant shall be involved in financial difficulties as evidenced by an admission in writing by Tenant of Tenant's inability to pay its debts generally as they become due, or by the making or offering to make a composition of its debts with its creditors;
(j) an attachment on mesne process, on execution or otherwise, or other legal process shall issue against Tenant or its property and a sale of any of its assets shall be held thereunder;
(k) any judgment, attachment or the like in excess of $75,000 shall be entered, recorded or filed against Tenant in any court, registry, etc. and Tenant shall fail to pay such judgment within forty five (45) days after the judgment shall have become final beyond appeal or to discharge or secure by surety bond such lien, attachment, etc. within forty five (45) days of such entry, recording or filing, as the case may be;
(l) the leasehold hereby created shall be taken on execution or by other process of law and shall not be revested in Tenant within thirty (30) days thereafter;
(m) a receiver, sequesterer, trustee or similar officer shall be appointed by a court of competent jurisdiction to take charge of all or any part of Tenant's property and such appointment shall not be vacated within thirty (30) days; or
(n) any proceeding shall be instituted by or against Tenant pursuant to any of the provisions of any Act of Congress or State law relating to bankruptcy, reorganizations, arrangements, compositions or other relief from creditors, and, in the case of any proceeding instituted against it, if Tenant shall fail to have such proceedings dismissed within thirty (30) days or if Tenant is adjudged bankrupt or insolvent as a result of any such proceeding. Upon an Event of Default Default, Landlord may, by notice to Tenant, elect to terminate the Lease; and thereupon (and without prejudice to any remedies which might otherwise be available for arrears of Rent or preceding breach of covenant or agreement and without prejudice to Tenant's liability for damages as hereinafter stated), upon the giving of such notice, the Lease shall terminate as of the date specified therein as though that were the Expiration Date. Without being taken or deemed to be guilty of any term manner of trespass or condition conversion, and without being liable to indictment, prosecution or damages therefor, Landlord may, forcibly if necessary, enter into and upon the Premises (or any part thereof in the name of the whole); repossess the same, as of its former estate; and expel Tenant and those claiming under Tenant. Wherever "Tenant" is used in subsections (h), (i), (j), (k), (l), (m), and (n) of this AgreementSection 19.1, it shall be deemed to include any parent entity of Tenant and any guarantor of any of Tenant's obligations under the Lease. No right or remedy referred to herein is intended to be exclusive The words "re-entry" and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, "re-enter" as updated from time to time by Seller, in its sole discretion, and can be viewed used in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree are not restricted to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:their technical legal meanings.
Appears in 1 contract
Samples: Lease Agreement (Tolerrx Inc)
Events of Default Remedies. Each a) The following events shall be deemed to be events of the following default by LESSEE under this LEASE:
(i) LESSEE shall constitute an "Event fail to pay any rental or any other sums of Default": money due hereunder and such failure shall continue for a period of three (1) failure by Lessee to make any payment within ten (103) days after the date upon which written notice of such failure is sent by LESSOR;
(ii) [ILLEGIBLE] Austin Delray Realty, LLC Lease Kenwick Industries, Inc. --------------------------------------------------------------------------------
(iv) LESSEE shall fail to promptly move into, take possession of and operate its due date; business on the LEASED PREMISES when the LEASED PREMISED are ready for occupancy or shall cease to do business in or vacate or abandon any substantial portion of the LEASED PREMISES or shall fail to use and occupy the LEASED PREMISES for the uses and purposes set forth in Paragraph 8 of this LEASE without the prior written consent of LESSOR or shall remove from the LEASED PREMISES a major portion of the goods, wares, equipment, or furnishings usually kept on the LEASED PREMISES;
(2v) failure LESSEE shall become insolvent or unable to pay its debts as they become due, LESSEE files a petition in bankruptcy or for reorganization under the bankruptcy laws or an admission, answer or other responsive pleading, consenting to, or requesting the relief afforded by Lessee the bankruptcy laws;
(vi) LESSEE makes an assignment for the benefit of creditors, within the meaning of the bankruptcy laws or LESSEE consents to perform any other obligation the appointment of a receiver or custodian for all or a substantial part of its property;
(vii) The filing against LESSEE of a petition in bankruptcy or for reorganization under this Agreementthe bankruptcy laws, the adjudication of LESSEE as a bankrupt, the entry of a court order appointing a receiver, custodian or trustee for all or a substantial part of its property without its consent or the assuming of custody or sequestration by a courts of competent jurisdiction of all or substantially all of LESSEE'S property, and the continuance of within 30 days thereafter such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencyfiling is not dismissed, or the commencement such court order is not vacated or such assumption or sequestration is not released; or
(viii) The adjudication of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. LESSEE as a bankrupt.
b) Upon the occurrence of any Event event or events of Defaultdefault, Lessor may, without notice, exercise LESSOR shall have the option to pursue any one or more of the following remedies: :
(1i) LESSOR shall have the right to cancel and terminate this LEASE and dispossess LESSEE;
(ii) LESSOR shall have the right without terminating or canceling this LEASE to declare all unpaid payments amounts and due under this Agreement LEASE for the remainder of the existing term (and an applicable extension or renewal thereof) to be immediately due and payable, and thereupon all RENTALS and other charges due hereunder to the of the initial terms and any renewal terms, if applicable, shall be accelerated;
(iii) LESSOR may elect to enter and repossess the LEASED PREMISES and re-let the LEASED PREMISES for LESSEE'S account, holding LESSEE liable in damages for all expenses incurred in any such re-letting and for any difference between the amount of RENTAL received from such re-letting and the RENTAL due and payable under the term of this LEASE; and
(2iv) LESSOR may enter upon the LEASED PREMISES and do whatever LESSEE is obligated to do under this LEASE (and LESSEE agrees to reimburse LESSOR on demand for any expenses which LESSOR may incur in effecting compliance with LESSEE'S obligations under this LEASE and LESSEE further agrees that LESSOR shall not be liable for any damages resulting to the LESSEE from such action). All such remedies of LESSOR shall be cumulative and not exclusive, and in addition, LESSOR may pursue any other remedies that may be permitted by law or in equity. Forbearance by LESSOR to enforce one or more of the remedies herein provided upon an event of default shall not be deemed or construed to [ILLEGIBLE] Austin Delray Realty, LLC Lease Kenwick Industries, Inc. --------------------------------------------------------------------------------
c) This Paragraph 12 shall be enforceable to the maximum extent permissible by applicable law, and the unenforceability of any portion hereof shall not thereby render unenforceable any other portion.
d) LESSOR shall not be in default hereunder unless LESSOR has not begun the cure of any failure of LESSOR to meet its obligations hereunder within 30 days after the receipt by LESSOR of written notice from LESSEE of the alleged failure to perform or thereafter does not pursue the cure thereof with reasonable diligence. in no event shall LESSEE have the right to terminate or rescind this Agreement LEASE as a result of LESSOR'S default as to any covenant or all items agreement contained in this LEASE or as a result of the Equipment; (3) take possession breach of the Equipment wherever foundany promise or inducement hereof, whether in this LEASE or elsewhere. LESSEE hereby waives such remedies of termination and recision end hereby agrees that LESSEE'S remedies for default hereunder and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable promise or inducement by LESSOR shall be limited to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement suit for the above named Sale. Mobile Modular Management Corporation Signature: Signature:damages and/or injunction.
Appears in 1 contract
Events of Default Remedies. Each If any one or more of the following shall constitute an events ("Event Events of Default": , or, if giving of notice or the lapse of time or both is required, then, prior to such notice and lapse of time, "Defaults") shall occur:
(1a) failure by Lessee Failure to make due payment of the principal of the Notes, or in the payment of interest on the Notes or in the payment of any payment other liability owing by the Borrower to the Bank, now existing or hereinafter incurred, within ten (10) days after its such payment is due dateor (b) any Related Agreement ceases to be in full force and effect or any party to any Related Agreement notifies the Bank that such party has no continuing obligation to pay or perform in accordance with the terms of the applicable Related Agreement; (2) failure or
9.2 Failure by Lessee the Borrower to observe or perform any other obligation under this Agreement, and the continuance of such default for covenant contained in Sections 6 or 7 hereof within ten (10) days after notice from the Bank and an opportunity to cure any such covenant violation that is susceptible to being cured, or failure by the Borrower or any Affiliate or any other party executing a Related Agreement to perform any act, duty, obligation or other agreement contained in this Agreement, the Notes or any Related Agreement and not otherwise constituting an Event of Default hereunder, within ten (10) days after notice from the Bank and an opportunity to cure any such covenant violation that is susceptible to being cured; or
9.3 Failure by the Borrower to observe or perform any covenant contained in Section 8 hereof; or
9.4 Any representation or warranty made by the Borrower herein or in any Related Agreement, or any written notice thereof statement, certificate or other data furnished by Lessor the Borrower in connection herewith or with any Related Agreement, proves to Lessee; (3) have been incorrect in any material misrepresentation respect when made or false statement furnished; or
9.5 A judgment or judgments for the payment of fact by Lesseemoney in excess of $250,000.00 shall be rendered against the Borrower or any Affiliate, and any such judgment shall remain unsatisfied and in effect for any period of thirty (30) consecutive days without a stay of execution; or
9.6 Any levy, seizure, attachment, garnishment, execution or similar process shall be issued or levied on any of the Borrower's or Affiliate's property, which secures a claim in excess of $250,000.00 and is not discharged within 30 days; or
9.7 The Borrower or any Affiliate shall (4a) apply for or consent to the lossappointment of a receiver, theftconservator, damage, destruction trustee or the attempted sale liquidator of all or encumbrance by Xxxxxx a substantial part of any of its assets; (b) be unable, or admit in writing its inability, to pay its debts as they mature; (c) file or permit the Equipmentfiling of any petition, case, arrangement, reorganization, or the like under any insolvency or bankruptcy law, or the adjudication of it as a bankrupt, or the making of an assignment for the benefit of creditors or the consenting to any form of arrangement for the satisfaction, settlement or delay of debt or the appointment of a receiver for all or any part of its properties; or (5d) Lessee's dissolutiontake any action for the purpose of effecting any of the foregoing; or
9.8 An order, termination of existence, discontinuance of business, insolvencyjudgment or decree shall be entered, or a case shall be commenced, against the Borrower or any Affiliate, without the application, approval or consent of the Borrower or such Affiliate by or in any court of competent jurisdiction, approving a petition or permitting the commencement of any bankruptcy proceedings by a case seeking reorganization or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value liquidation of the Equipment hereof. Upon the occurrence of any Event of DefaultBorrower or such Affiliate or appointing a receiver, Lessor maytrustee, without notice, exercise one conservator or more liquidator of the following remedies: Borrower or such Affiliate or of all or a substantial part of its assets and the Borrower or such Affiliate, by any act, indicates its approval thereof, consent thereto, or acquiescence therein, or such order, judgment, decree or case shall continue unstayed and in effect for any period of sixty (160) declare all unpaid payments under this Agreement consecutive days; or
9.9 The Borrower or any Affiliate shall dissolve or liquidate, or be dissolved or liquidated, or cease to legally exist, or merge, consolidate or convert, or be immediately due and payable; (2) terminate this Agreement as to any merged, consolidated or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law converted with or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and into any other expenses paid corporation or incurred by Lessor in connection entity other than a Subsidiary with the repossession of Borrower remaining as the Equipmentsurvivor entity; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:or
Appears in 1 contract
Events of Default Remedies. Each of the following shall constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of If any Event of Default shall occur and be continuing, the Agent may, and at the request of the Required Lenders, shall, by notice to the Borrowers, declare the Delayed Draw Commitments to be terminated, whereupon such Delayed Draw Commitments shall be terminated and declare the Maturity Date to have occurred with respect to the Loans, and all Lender Debt related thereto (including, but not constitute limited to, accrued but unpaid interest and, as liquidated damages and not as a waiver penalty, the Applicable Premium if such acceleration is on or prior to the third anniversary of the Closing Date), shall become immediately due and payable in full without presentment, demand, protest or any other notice of any kind, all of which are hereby expressly waived by the Borrowers, anything contained herein or in any other Loan Document to the contrary notwithstanding. If an Event of Default under clause (h) of Section 9.1 occurs, the Delayed Draw Commitments shall automatically be terminated and the Maturity Date will be deemed to have occurred automatically and without notice and all Lender Debt (including, but not limited to, accrued but unpaid interest and, as liquidated damages and not as a penalty, the Applicable Premium if such acceleration is on or prior to the third anniversary of the Closing Date) shall automatically become immediately due and payable without presentment, demand, protest or any other notice of any term kind, all of which are hereby expressly waived by the Borrowers, anything contained herein or condition of in any other Loan Document to the contrary notwithstanding. Upon any such declaration or designation, the Agent and the Lenders shall have, in addition to the rights and remedies which it may have under this Agreement, all other rights and remedies provided after default under the UCC and under other applicable law, which rights and remedies shall be cumulative. No Each Lender agrees that it will not have any right individually to enforce or remedy referred seek to herein is intended enforce this Agreement or any other Loan Document or to be exclusive realize upon any Collateral for the Lender Debt, it being understood and each agreed that such rights and remedies may be exercised concurrently or separately and from time to time. In only by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, Agent in its sole discretion, and can be viewed in discretion granted hereunder or at the Resources section direction of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, applicable Lenders as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:hereunder.
Appears in 1 contract
Events of Default Remedies. Each In case anyone or more of the following events, herein termed “events of default”, shall constitute happen:
(a) the Shipowner fails to pay on the date due any payment of principal in respect of the Indebtedness hereby secured as provided herein or the Shipowner fails to pay within three (3) Business Days of the date due any payment of interest or any Commitment Commission or any other amount owing under the Subsidiaries Guaranty; or
(b) the statements in Article I shall prove to have been untrue when made in a material way; or
(c) a default in the due and punctual observance and performance of any of the provisions of Sections 2, 3, 7, 8, 9(b), 11, 12, 13(a), (b), (c), (e), (i) and (k), 16 or 17 of Article II hereof shall have occurred and be continuing; or
(d) a breach or omission in the due and punctual observance of any of the other covenants and conditions herein required to be kept and performed by the Shipowner and such breach or omission shall continue for 30 days after the day the Shipowner first knew or should have known of such breach or omission; or
(e) an "Event of Default"Default shall have occurred and be continuing under the Credit Agreement; or
(f) a payment default by the Borrower under any Interest Rate Protection Agreement or Other Hedging Agreement shall have occurred and be continuing; or
(g) any notice shall have been issued by the government or any bureau, department, officer, board or agency thereof of the country of registry of the Vessel to the effect that the Vessel is subject to cancellation from such registry or the certificate of registry of the Vessel is subject to revocation or cancellation for any reason whatsoever, and such notice shall not have been cancelled or annulled on or before seven (7) Business Days prior to the date set forth in such notice for such cancellation or revocation; or
(h) the Vessel shall be cancelled from the country of registry of the Vessel or the certificate of registry of the Vessel is revoked or cancelled for any reason whatsoever; then: the security constituted by this Mortgage shall become immediately enforceable and that without limitation, the enforcement remedies specified can be exercised irrespective of whether or not the Mortgagee has exercised the right of acceleration under the Credit Agreement or any of the other Credit Documents and the Mortgagee, in accordance with the Credit Agreement, shall have the right to:
(1i) failure Declare all the then unpaid Indebtedness hereby secured to be due and payable immediately, and upon such declaration, the same shall become and be immediately due and payable provided, however, that no declaration shall be required if an Event of Default shall have occurred by Lessee reason of a Default under Section 10.05 of the Credit Agreement, then and in such case, the Indebtedness hereby secured shall become immediately due and payable on the occurrence of such Event of Default without any notice or demand;
(ii) Exercise all of the rights and remedies in foreclosure and otherwise given to make any payment within ten (10) days after its due date; (2) failure a mortgagee by Lessee to perform the provisions of the laws of the country of registry of the Vessel or of any other obligation under this Agreementjurisdiction where the Vessel may be found;
(iii) Bring suit at law, in equity or in admiralty, as it may be advised, to recover judgment for the Indebtedness hereby secured, and collect the continuance same out of any and all property of the Shipowner whether covered by this Mortgage or otherwise;
(iv) Take and enter into possession of the Vessel, at any time, wherever the same may be, without legal process and without being responsible for loss or damage and the Shipowner or other person in possession forthwith upon demand of the Mortgagee shall surrender to the Mortgagee possession of the Vessel;
(v) Without being responsible for loss or damage, the Mortgagee may hold, lay up, lease, charter, operate or otherwise use such Vessel for such time and upon such terms as it may deem to be for its best advantage, and demand, collect and retain all hire, freights, earnings, issues, revenues, income, profits, return premiums, salvage awards or recoveries, recoveries in general average, and all other sums due or to become due in respect of such default Vessel or in respect of any insurance thereon from any person whomsoever, accounting only for the net profits, if any, arising from such use of the Vessel and charging upon all receipts from the use of the Vessel or from the sale thereof by court proceedings or pursuant to subsection (vi) next following, all costs, expenses, charges, damages or losses by reason of such use; and if at any time the Mortgagee shall avail itself of the right herein given them to take the Vessel, the Mortgagee shall have the right to dock the Vessel, for a reasonable time at any dock, pier or other premises of the Shipowner without charge, or to dock her at any other place at the cost and expense of the Shipowner;
(vi) Without being responsible for loss or damage, the Mortgagee may sell the Vessel upon such terms and conditions as to the Mortgagee shall seem best, free from any claim of or by the Shipowner, at public or private sale, by sealed bids or otherwise, by mailing, by air or otherwise, notice of such sale, whether public or private, addressed to the Shipowner at its last known address and to any other registered mortgagee, twenty (20) calendar days prior to the date fixed for entering into the contract of sale and by first publishing notice of any such public sale for ten (10) days after written consecutive days, in daily newspapers of general circulation published in the City of New York, State of New York; in the event that the Vessel shall be offered for sale by private sale, no newspaper publication of notice thereof shall be required, nor notice of adjournment of sale; sale may be held at such place and at such time as the Mortgagee by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencynotice may have specified, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In adjourned by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated Mortgagee from time to time by Seller, in its sole discretionannouncement at the time and place appointed for such sale or for such adjourned sale, and can without further notice or publication the Mortgagee may make any such sale at the time and place to which the same shall be viewed so adjourned; and any sale may be conducted without bringing the Vessel to the place designated for such sale and in such manner as the Resources section of Seller’s website Mortgagee may deem to be for its best advantage, and the Mortgagee may become the purchaser at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)any sale. The Buyer hereby affirms Shipowner agrees that he/she has read any sale made in its entirety accordance with the terms of this paragraph shall be deemed made in a commercially reasonable manner insofar as it is concerned;
(vii) Require that all policies, contracts, certificates of entry and understands other records relating to the Supplemental Lease Terms and Conditions. The parties heretoinsurance with respect to the Vessel, Mobile Modular Management Corporationincluding, a California corporationbut not limited to, as seller those described in Article II, Section 13 hereof (the “SellerInsurances”) (including details of and buyer correspondence concerning outstanding claims) be forthwith delivered to or to the order of the Mortgagee;
(“Buyer”viii) Collect, as described recover, compromise and give a good discharge for any and all monies and claims for monies then outstanding or thereafter arising under the Insurances or in respect of the Sale Agreement in earnings or any requisition compensation and to permit any brokers through whom collection or recovery is effected to charge the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:usual brokerage therefor.
Appears in 1 contract
Events of Default Remedies. Each of the following Pre-funding
(a) It shall constitute be an "Event of Default"Default if: (1i) failure by Lessee to make any Applicant defaults in the payment within ten (10) days after its when due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the EquipmentObligations; (ii) Applicant otherwise defaults in the performance of any of the Obligations; (iii) any representation or warranty made by any Applicant to Bank in connection with the Credit or otherwise for the purpose of obtaining credit proves to have been incorrect or misleading in any material respect when made; (iv) any Applicant fails to pay when due any other indebtedness for borrowed money, the maturity of any such indebtedness is accelerated or an event occurs which, with notice or lapse of time or both, would permit acceleration of such indebtedness; (v) any Applicant (if an individual) or Guarantor (if an individual) dies or becomes incompetent, or any Guarantor challenges, or institutes any proceedings, or any proceedings are instituted, to challenge, the validity, binding effect or enforceability of its obligations with respect to any of the Obligations; (vi) any Applicant challenges, or institutes any proceedings or any proceedings are instituted, to challenge the validity, binding effect or enforceability of this Agreement; (vii) any Applicant (if a business entity) or any Guarantor (if a business entity) is dissolved or is a party to any merger or consolidation or sells or otherwise exposes of all or substantially all of its assets without the written consent of Bank; (viii) any Applicant fails to make available to Bank for inspection and copying any of its books and records; (ix) any Applicant or any co-partnership of which any Applicant is a member is expelled from or suspended by any stock or securities exchange or other exchange; (x) any Applicant or any Guarantor becomes insolvent or unable to meet its debits as they mature, or is generally not paying its debts as they become due, or suspends or ceases its present business, or a custodian, as defined in (Qatar Laws) of substantially all of its property, or a receiver or other person or entity serving a similar function, shall have been appointed or taken possession; or (5xi) Lessee's dissolutiona case under such (Qatar Laws) or any proceeding under any other federal, termination state or foreign bankruptcy, insolvency or other law relating to the relief of existencedebtors, discontinuance the readjustment, composition or extension of businessindebtedness or reorganisation, insolvency, or the commencement of any bankruptcy proceedings is commenced by or against, Xxxxxx. Xxxxxx acknowledges that against any Applicant or any Guarantor.
(b) If any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any shall have occurred and be continuing, other than an Event of DefaultDefault specified in paragraph 6 (a) (x) or 6 (a) (xi), Lessor may, without notice, exercise one or more of the following remedies: (1) Bank may declare all unpaid payments under this Agreement Obligations (including any such which may be contingent and not matured) to immediately due and payable, and in the case of an Event of Default specified in paragraph 6 (a) (x) or 6 (a) (xi), all such Obligations shall automatically be immediately due and payable; , in each case without presentment, demand, protest or other notice of any kind, all of which are expressly waived. (2c) terminate this Agreement as to any or all items Without limiting the generality of the Equipment; foregoing, Applicant agrees that if (3i) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver or event which with notice or lapse of any other time would become an Event of Default shall have occurred and be continuing, or (ii) Bank at any time and for any reason deems itself to be insecure or the risk of non-payment or non-performance of any term of the Obligations to have increased, or condition of (iii) in the Event that the Credit is denominated in a currency other than Qatar Riyal, Bank determines that such currency is unavailable or that the transactions contemplated by this Agreement. No right Agreement are unlawful or remedy referred contrary to herein is intended any regulations to be exclusive and each which Bank may be exercised concurrently subject or separately and from time that due to time. In currency fluctuations the event Qatar Riyal Equivalent of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, amount of the Credit exceeds the amount of Qatar Riyals that Bank in its sole discretionjudgement expected to be its maximum exposure under the Credit, then, Applicant will upon demand pay to Bank an amount equal to the undisbursed portion, if any, of the Credit, and can such amount shall be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, held as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement additional Collateral for the above named Sale. Mobile Modular Management Corporation Signature: Signature:payment of all Obligations hereunder, and after the expiration hereof, to the extent not applied to the Obligations, shall be returned to Applicant.
Appears in 1 contract
Samples: Application and Agreement for Standby Letter of Credit
Events of Default Remedies. Each In case anyone or more of the following events, herein termed “events of default”, shall constitute happen:
(a) the Shipowner fails to pay on the date due any payment of principal in respect of the Indebtedness hereby secured as provided herein or the Shipowner fails to pay within three (3) Business Days of the date due any payment of interest or any Commitment Commission or any other amount owing under the Subsidiaries Guaranty; or
(b) the statements in Article I shall prove to have been untrue when made in a material way; or
(c) a default in the due and punctual observance and performance of any of the provisions of Sections 2, 3, 7, 8, 9(b), 11, 12, 13(a), (b), (c), (e), (i) and (k), 16 or 17 of Article II hereof shall have occurred and be continuing; or
(d) a breach or omission in the due and punctual observance of any of the other covenants and conditions herein required to be kept and performed by the Shipowner and such breach or omission shall continue for 30 days after the day the Shipowner first knew or should have known of such breach or omission; or
(e) an "Event of Default"Default shall have occurred and be continuing under the Credit Agreement; or
(f) a payment default by the Borrower under any Interest Rate Protection Agreement or Other Hedging Agreement shall have occurred and be continuing; or
(g) any notice shall have been issued by the government or any bureau, department, officer, board or agency thereof of the country of registry of the Vessel to the effect that the Vessel is subject to cancellation from such registry or the certificate of registry of the Vessel is subject to revocation or cancellation for any reason whatsoever, and such notice shall not have been cancelled or annulled on or before seven (7) Business Days prior to the date set forth in such notice for such cancellation or revocation; or
(h) the Vessel shall be cancelled from the country of registry of the Vessel or the certificate of registry of the Vessel is revoked or cancelled for any reason whatsoever; then: the security constituted by this Mortgage shall become immediately enforceable and that without limitation, the enforcement remedies specified can be exercised irrespective of whether or not the Mortgagee has exercised the right of acceleration under the Credit Agreement or any of the other Credit Documents and the Mortgagee, in accordance with the Credit Agreement, shall have the right to:
(1i) failure Declare all the then unpaid Indebtedness hereby secured to be due and payable immediately, and upon such declaration, the same shall become and be immediately due and payable provided, however, that no declaration shall be required if an event of default shall have occurred by Lessee reason of a default under Section 10.05 of the Credit Agreement, then and in such case, the Indebtedness hereby secured shall become immediately due and payable on the occurrence of such event of default without any notice or demand;
(ii) Exercise all of the rights and remedies in foreclosure and otherwise given to make any payment within ten (10) days after its due date; (2) failure a mortgagee by Lessee to perform the provisions of the laws of the country of registry of the Vessel or of any other obligation under this Agreementjurisdiction where the Vessel may be found;
(iii) Bring suit at law, in equity or in admiralty, as it may be advised, to recover judgment for the Indebtedness hereby secured, and collect the continuance same out of any and all property of the Shipowner whether covered by this Mortgage or otherwise;
(iv) Take and enter into possession of the Vessel, at any time, wherever the same may be, without legal process and without being responsible for loss or damage and the Shipowner or other person in possession forthwith upon demand of the Mortgagee shall surrender to the Mortgagee possession of the Vessel;
(v) Without being responsible for loss or damage, the Mortgagee may hold, lay up, lease, charter, operate or otherwise use such Vessel for such time and upon such terms as it may deem to be for its best advantage, and demand, collect and retain all hire, freights, earnings, issues, revenues, income, profits, return premiums, salvage awards or recoveries, recoveries in general average, and all other sums due or to become due in respect of such default Vessel or in respect of any insurance thereon from any person whomsoever, accounting only for the net profits, if any, arising from such use of the Vessel and charging upon all receipts from the use of the Vessel or from the sale thereof by court proceedings or pursuant to subsection (vi) next following, all costs, expenses, charges, damages or losses by reason of such use; and if at any time the Mortgagee shall avail itself of the right herein given them to take the Vessel, the Mortgagee shall have the right to dock the Vessel, for a reasonable time at any dock, pier or other premises of the Shipowner without charge, or to dock her at any other place at the cost and expense of the Shipowner;
(vi) Without being responsible for loss or damage, the Mortgagee may sell the Vessel upon such terms and conditions as to the Mortgagee shall seem best, free from any claim of or by the Shipowner, at public or private sale, by sealed bids or otherwise, by mailing, by air or otherwise, notice of such sale, whether public or private, addressed to the Shipowner at its last known address and to any other registered mortgagee, twenty (20) calendar days prior to the date fixed for entering into the contract of sale and by first publishing notice of any such public sale for ten (10) days after written consecutive days, in daily newspapers of general circulation published in the City of New York, State of New York; in the event that the Vessel shall be offered for sale by private sale, no newspaper publication of notice thereof shall be required, nor notice of adjournment of sale; sale may be held at such place and at such time as the Mortgagee by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencynotice may have specified, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In adjourned by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated Mortgagee from time to time by Seller, in its sole discretionannouncement at the time and place appointed for such sale or for such adjourned sale, and can without further notice or publication the Mortgagee may make any such sale at the time and place to which the same shall be viewed so adjourned; and any sale may be conducted without bringing the Vessel to the place designated for such sale and in such manner as the Resources section of Seller’s website Mortgagee may deem to be for its best advantage, and the Mortgagee may become the purchaser at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)any sale. The Buyer hereby affirms Shipowner agrees that he/she has read any sale made in its entirety accordance with the terms of this paragraph shall be deemed made in a commercially reasonable manner insofar as it is concerned;
(vii) Require that all policies, contracts, certificates of entry and understands other records relating to the Supplemental Lease Terms and Conditions. The parties heretoinsurance with respect to the Vessel, Mobile Modular Management Corporationincluding, a California corporationbut not limited to, as seller those described in Article II, Section 13 hereof (the “SellerInsurances”) (including details of and buyer correspondence concerning outstanding claims) be forthwith delivered to or to the order of the Mortgagee;
(“Buyer”viii) Collect, as described recover, compromise and give a good discharge for any and all monies and claims for monies then outstanding or thereafter arising under the Insurances or in respect of the Sale Agreement in earnings or any requisition compensation and to permit any brokers through whom collection or recovery is effected to charge the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:usual brokerage therefor.
Appears in 1 contract
Events of Default Remedies. Each of the following shall constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise If one or more of the following remediesevents (herein called “Events of Default”) shall occur and be continuing:
(a) Either Obligor shall default in the payment when due of any principal or interest on any Loan or any other amount payable hereunder or under any other Loan Document within two (2) calendar days from the date such amount becomes due and payable (whether at stated maturity or otherwise), provided that such two (2) calendar days cure period is only granted to such Obligor by the Lender if such Obligor delivers to the Lender, on the date immediately following such amount’s due date for payment, a written notification, by the legal representative of such Obligor declaring that such Obligor has sufficient cash, on that date, to honor is payment obligations due on such date, that the non-payment occurred due to an operational error no within such Obligor’s control for remedy and that the payment will be made on the immediately following day, and provided further that such two (2) calendar days cure period does not affect the Obligors’ obligation to pay Post-Default Interest or other amounts in accordance with Section 3.02(b) hereof; or
(b) Either Obligor shall default in the observance or performance of its respective obligations hereunder or under any other Loan Document; or
(c) Either Obligor shall default in the payment of any principal of or interest on any Indebtedness (whether at stated maturity or by reason of mandatory or optional prepayment or otherwise) having an individual or aggregate principal amount of US$100,000,000 (or its equivalent in any other currency) or more, or any default or event of default shall occur, or any other condition shall exist, under any agreement or instrument entered into by either Obligor having an individual or aggregate principal amount of US$100,000,000 (or its equivalent in any other currency) or more, the effect of which default or other event or condition is to cause such Indebtedness to become due prior to its stated maturity; or
(d) Any representation, warranty or certification made by either of Obligor herein, or in any other Loan Document, certificate, financial statement or other document furnished to the Lender pursuant to the provisions hereof or thereof, shall prove to have been incorrect or misleading in any material respect when made or deemed to be made; or
(e) Either Obligor shall admit in writing its inability to, or be generally unable to, pay its debts as such debts become due; or
(f) Either Obligor shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee, examiner or liquidator of itself or of all or substantially all of its respective property, (ii) make a general assignment for the benefit of its respective creditors, or (iii) file a petition seeking to take advantage of any other law relating to bankruptcy, insolvency, reorganization (other than corporate reorganizations within the scope of Section 8.14 hereof) , liquidation, dissolution, arrangement, winding-up or composition or readjustment of debts; or (iv) take any corporate action for the purpose of effecting any of the foregoing; or
(i) A proceeding or case shall be commenced against either Obligor without its application, consent, defense or contestation, in any court of competent jurisdiction, seeking its reorganization, liquidation, dissolution, arrangement, winding-up or composition or readjustment of its respective debts, (ii) the appointment of a receiver, custodian, trustee, examiner, liquidator or the like of it or of all or substantially all of its respective property or (iii) similar relief in respect of it under any law relating to bankruptcy, insolvency, reorganization, winding-up or composition or adjustment of its debts, and such proceeding or case shall continue undismissed, or an order, judgment or decree approving or ordering any of the foregoing shall be entered and continue unstayed and in effect, for a period of 30 or more days; or
(h) A Change in Control shall occur; or
(i) Unappealable judgments or orders for the payment of money in an individual or aggregate amount equal to or exceeding US$100,000,000 (or its equivalent in any other currency) shall be rendered against either Obligor and the same shall remain undischarged and unstayed and in effect for a period of 30 or more days without a stay of execution, unless the same either: (1i) declare all unpaid payments is adequately bonded or covered by insurance where the surety or the insurer, as the case may be, has admitted liability in respect of such judgment(s), order(s), decree(s), award(s), settlement(s) and/or agreement(s) to settle or (ii) is being contested by appropriate proceedings properly instituted and diligently conducted and, in either case, such process is not being executed against any property of such Obligor; or
(j) Either Obligor shall suffer a valid protest of bills (protesto legítimo de títulos) in an individual aggregate amount equal to or exceeding US$100,000,000 (or its equivalent in any other currency), which due and timely evidence of suspension or payment is not presented to the Lender within 15 or more Business Days of the protest; or
(k) This Agreement or any other applicable Loan Document shall, at any time and for any reason, cease to be in full force and effect, or shall be declared, by either Obligor or a Governmental Authority or in any judicial proceeding, to be null and void, or the validity or enforceability thereof shall be contested by either Obligor, or either Obligor or shall deny that it has any or further liability or obligation hereunder or thereunder; or
(l) Any Governmental Approval necessary to enable either Obligor to comply with or perform its obligations under this Agreement or any other Loan Document shall be revoked, suspended, withdrawn or withheld or shall otherwise fail to be issued or remain in full force and effect; or
(m) Any Governmental Approval necessary to enable either Obligor to conduct its business is not renewed or is terminated prior to its established maturity date; or
(n) It is or becomes unlawful for either Obligor to perform any of its obligations under this Agreement or any other Loan Document. THEREUPON: in any such event, the Lender may by written notice to the Obligors declare the principal amount then outstanding of, and the accrued interest on, the Loan and all other amounts payable by the Obligors hereunder and under any other Loan Document to be forthwith due and payable, whereupon such amounts shall be immediately due and payable without presentment, demand, protest or other formalities of any kind, all of which are hereby expressly waived by the Obligors (provided, that in the case of an Event of Default of the kind described in clauses (e), (f) and (g) above, the principal amount then outstanding of, and the accrued interest on, the Loan and all other amounts payable hereunder shall automatically forthwith become due and payable; (2) terminate and the Lender may, exercise all rights and remedies available to it under this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with Loan Document, including but not limited to, require the repossession unwinding and termination of the Equipment; (6) apply corresponding portion of the security deposit specified Hedge Transaction, in this Agreement ("Security Deposit") each case in form and substance satisfactory to payment of Lessor's coststhe Lender, expenses and attorney fees in enforcing at the terms of this Agreement Obligors’ full cost and expense, and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost charge of any Equipment which Lessor is unable and all amounts pursuant to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretionSection 5.01(a) hereof, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, other remedies as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:applicable law.
Appears in 1 contract
Events of Default Remedies. Each If any of the following events shall constitute an "Event occur and be continuing:
(a) The Borrowers shall fail to pay any principal of Default": the Loan when due in accordance with the terms hereof or the Borrowers shall fail to pay any interest on the Loan or any other amount payable hereunder when due in accordance with the terms hereof, in each instance within five (1) failure by Lessee to make any payment within ten (105) days after its any such interest or other amount becomes due datein accordance with the terms hereof; or
(2b) failure Any representation or warranty made by Lessee to perform the Borrowers herein or by any Loan Party or New World Realty Management, LLC in any other obligation Loan Document or which is contained in any certificate, document or financial or other statement furnished by it at any time under or in connection with this Agreement or any such other Loan Document shall prove to have been materially incorrect on or as of the date made; provided, that as long as the impact of such materially incorrect representation or warranty is not material to the creditworthiness of the Borrowers as a whole or the enforceability or validity of the Loan Documents individually or in the aggregate with any other misrepresentation (as determined by the Lender in its discretion not to be unreasonably withheld, conditioned or delayed), there shall be no Event of Default under this Section 7(b); or
(c) The Borrowers, any other Loan Party or New World Realty Management, LLC shall default in the observance or performance of any agreement by which it is bound contained in Section 6 of this Agreement (except for Sections 6.7 and 6.8, the sole and exclusive remedy for breach of which will be that the Lender will be notified of and have the right to attend all management meetings of the applicable Platform), Section 5 of the Guarantee and Collateral Agreement, Section 1 of the Intercreditor Agreement, or Section 2 of the Subordination Agreement; provided that if such default shall be by a Platform Affiliate and such default is susceptible of cure, such default shall not be an Event of Default for 7 Business Days after it occurs; or
(d) The Borrowers or any other Loan Party shall default in the continuance observance or performance of any agreement by which it is bound contained in this Agreement or any other Loan Document (other than as provided in paragraphs (a) through (c) of this Section), and such default shall continue unremedied for a period of 30 days after the earlier of (i) written notice of such default from the Lender or (ii) the date the Borrowers had knowledge thereof; or
(e) The Borrowers, any other Loan Party or any Platform Affiliate (other than any member of the Epoch Senior Living Platform) shall (i) default in any payment of principal or interest of any Indebtedness (other than the Loan but including any Indebtedness in respect of any Existing Senior Financing and any Permitted Property Financing) or in the payment of any Guarantee Obligation, beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness or Guarantee Obligation was created; or (ii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Guarantee Obligation or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Guarantee Obligation (or a trustee or Lender on behalf of such holder or holders or beneficiary or beneficiaries) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or such Guarantee Obligation to become payable; provided, however, that no Default or Event of Default shall exist under this paragraph unless the aggregate amount of Indebtedness and/or Guarantee Obligations in respect of which any default or other event or condition referred to in this paragraph shall have occurred shall be equal to at least $1,000,000 (or in the case of ROP, the ROP Threshold Amount); or
(i) The Borrowers, any other Loan Party or any Platform Affiliate (other than, any Platform Affiliate involved in the Epoch Senior Living Platform with the exception of East-West HR LLC or, if East-West HR LLC causes it to file bankruptcy, any of its borrowers) shall commence any case, proceeding or other action (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for ten relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (10B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets, or the Borrowers or any Platform Affiliate shall make a general assignment for the benefit of its creditors; or (ii) there shall be commenced against the Borrowers or any Platform Affiliate any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of ninety (90) days; or (iii) there shall be commenced against the Borrowers or any Platform Affiliate any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within ninety (90) days after written notice thereof by Lessor to Lesseefrom the entry thereof; or (3) any material misrepresentation or false statement of fact by Lessee; (4iv) the lossBorrowers or any Platform Affiliate shall take any action in furtherance of, theftor indicating its consent to, damageapproval of, destruction or the attempted sale or encumbrance by Xxxxxx of acquiescence in, any of the Equipmentacts set forth in clause (i), (ii), or (iii) above; or (5v) Lessee's dissolutionthe Borrowers or any Platform Affiliate shall admit, in writing, its inability to, pay its debts as they become due; or
(i) Any Borrower, any other Loan Party or any Platform Affiliate shall engage in any non-exempt "prohibited transaction" (as defined in Section 406 of ERISA or Section 4975 of the Code involving any Plan, (ii) any "accumulated funding deficiency" (as defined in Section 302 of ERISA), whether or not waived, shall exist with respect to any Plan or any Lien in favor of the PBGC or a Plan shall arise on the assets of the Borrowers or any Commonly Controlled Entity, (iii) a Reportable Event shall occur with respect to, or proceedings shall commence to have a trustee appointed, or a trustee shall be appointed, to administer or to terminate, any Single Employer Plan, which Reportable Event or commencement of proceedings or appointment of a trustee is, in the reasonable opinion of the Lender, likely to result in the termination of existencesuch Plan for purposes of Title IV of ERISA, discontinuance (iv) any Single Employer Plan shall terminate for purposes of businessTitle IV of ERISA other than pursuant to a Standard Termination, insolvency(v) the Borrowers or any Commonly Controlled Entity shall, or in the reasonable opinion of the Lender, is likely to, incur any liability in connection with a withdrawal from, or the commencement Insolvency or Reorganization of, a Multiemployer Plan or (vi) any other event or condition shall occur or exist with respect to a Plan; and in each case in clauses (i) through (vi) above, such event or condition, together with all other such events or conditions, if any, could reasonably be expected to involve an aggregate liability amount in excess of $1,000,000; or
(h) One or more judgments or decrees shall be entered against the Borrowers, any other Loan Party or any Platform Affiliate (other than any member of the Epoch Senior Living Platform) involving in the aggregate a liability (not paid or fully covered by insurance) of $1,000,000 (or in the case of ROP, the ROP Threshold Amount), and all such judgments or decrees shall not have been vacated, discharged, stayed or bonded pending appeal within 60 days from the entry thereof; or
(i) Any of the Security Documents, the Environmental Indemnity Agreement, the Management Agreement, Intercreditor Agreement or any Subordination Agreement shall cease, for any reason, to be in full force and effect, or the Borrowers or any other party to any of the foregoing shall so assert or the Liens created by any of the Security Documents shall cease to be enforceable and of the same priority purported to be created thereby; except, in the case of the enforceability of any bankruptcy proceedings Liens, to the extent that such lack of enforceability results solely and directly from the action or the failure to take action by the Lender; or
(j) A Change of Control shall have occurred; provided, however, that no Default or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value shall exist under this paragraph (i) with respect to a Change of Control of Reckson as set forth in clause (g) of the Equipment hereof. Upon definition of "Change of Control" which occurs as a result of the failure of the Borrowers to obtain the Lender's Prior Consent to such Change of Control until the date which is 180 days after the occurrence of such Change of Control; or
(k) A default on the part of the Borrowers, the Platform Affiliates or the Property Affiliates shall occur under any Ground Lease for (i) the Wilton Platform, (ii) the Melville-Catskills Platform or (iii) the Student Housing Platform which in the aggregate could have a materially adverse effect in the case of this clause (iii) on the creditworthiness of the Borrowers as a whole or a default on the part of the Borrowers, the Platform Affiliates or the Property Affiliates in respect of any material obligation under any Joint Venture Agreement shall occur and, in each case, such default shall continue unremedied for the applicable default period set forth in such Ground Lease or Joint Venture Agreement; or
(l) the Wilton Construction Loan shall not be entered into by March 31, 2004; or
(m) any shortfall described in Section 5.3(f) shall not have been replenished at least four months prior to the date the funds would be required to be applied in accordance with the Approved Annual Budget. then, and in any such event, (A) if such event is an Event of Default specified in clause (i) or (ii) of paragraph (f) of this Section 7 with respect to any Borrower, automatically the Loan (with accrued interest thereon) and all other amounts owing under this Agreement shall immediately become due and payable, and (B) if such event is any other Event of Default, Lessor then the Lender may, without noticeby notice to the Borrowers, exercise one or more of declare the following remedies: Loan (1with accrued interest thereon) declare and all unpaid payments other amounts owing under this Agreement to be due and payable forthwith, whereupon the same shall immediately become due and payable; . Except as expressly provided above in this Section 7, presentment, demand, protest and all other notices of any kind are hereby expressly waived. If an Event of Default occurs under (2b), (c), (d), (e), (f), (h) terminate this Agreement as or (k) with respect to any or all items Platform Affiliates, such Event of Default shall be deemed to be cured if the Borrowers make a prepayment of the Equipment; (3) take possession Loan in an amount equal to the Release Price for the Real Property in which such Platform Affiliate holds a direct or indirect property interest provided, that at such time of cure the Lender has not accelerated the Loan or taken any action to realize on any Collateral. Such prepayment of the Equipment wherever found, Release Price shall be treated as a Capital Event and will be subject to the Yield Maintenance Premium as set forth in Section 2.4(c) and such Platform Affiliate shall no longer be a Platform Affiliate but an Affiliate for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms purposes of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossessAgreement. Lessor's waiver of If any Event of Default shall occur with respect to the Manager, the Lender shall not constitute a waiver exercise any remedies in respect of any other such Event of Default or under this Section 7 for 30 days following the occurrence of any term or condition such Event of this Agreement. No right or remedy referred to herein Default and if within such 30-day period the current Manager is intended to replaced with a new Manager in accordance with the definition of Manager, then such Event of Default shall be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:deemed cured.
Appears in 1 contract
Events of Default Remedies. Each Immediately upon the occurrence of the following shall constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and during the continuance of such default for ten an Event of Default (10) days after written notice thereof by Lessor to Lessee; as defined in the Amended and Restated Note), (3) any material misrepresentation or false statement of fact by Lessee; (4a) the loss, theft, damage, destruction or Lender may declare all obligations owing under the attempted sale or encumbrance by Xxxxxx DIP Loan Documents immediately due and payable and may declare the termination of any further commitment to extend credit to the Debtors to the extent any such commitment remains (the declaration of any of the Equipment; or foregoing being referred to herein as a "Termination Declaration” and the date of such declaration being referred to herein as the "Termination Declaration Date”), and (5b) Lessee's dissolutionthe default interest rate set forth in the Amended and Restated Note shall be automatically applicable to the DIP Obligations. In addition to the foregoing remedies and other customary remedies, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings automatic stay imposed by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value section 362 of the Equipment hereof. Upon Bankruptcy Code otherwise applicable to the Lender is hereby modified so that upon the occurrence and during the continuance of any an Event of Default, Lessor may, without notice, exercise one or more and following the giving of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; five (5) proceed by appropriate action either in law days written notice (the “Remedies Notice Period”) to the Debtors, the Creditors’ Committee, the Equity Committee, and the United States Trustee, the Lender shall be entitled to foreclose on all or in equity to enforce performance by Lessee any portion of the terms of this Agreement Collateral, collect accounts receivable and apply the proceeds thereof to the DIP Obligations, occupy the Debtors’ premises to fulfill orders and sell the Collateral or otherwise exercise remedies against the Collateral permitted by applicable non-bankruptcy law. During the Remedies Notice Period, the Debtors, the Creditors’ Committee and the Equity Committee shall be entitled to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection an emergency hearing with the repossession Court solely with respect to the issue of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any whether an Event of Default has occurred and is continuing, and, unless ordered otherwise prior to the expiration of the Remedies Notice Period, the automatic stay, as to the Lender, shall not constitute a waiver be automatically and irrevocably terminated at the end of the Remedies Notice Period and without further notice or order. Nothing contained in this Final Order or otherwise shall be construed to obligate the Lender in any other way to lend or advance any Loans to the Debtors upon or after the occurrence of an Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:Default.
Appears in 1 contract
Events of Default Remedies. Each The occurrence of any one of the following shall constitute a default (each an "“Event of Default"”) by Borrower under this Agreement: (1a) failure by Lessee if Borrower shall fail to make pay any payment (i) principal amount of any Advance, when due and payable, or declared due and payable, or (ii) interest on any Advance within ten five (105) days after its the date on which such payment of interest shall become due dateand payable, or declared due and payable; (2b) failure by Lessee if Borrower shall fail to perform pledge additional Auction Rate Securities and/or Variable Rate Demand Notes as required under Section 8(b) above; (c) if Borrower or Guarantor shall default in the performance or observance of any other obligation of their obligations under this Agreement or any of the other Credit Documents, and such default shall remain uncured for a period of fifteen (15) days after notice from Lender; (d) if any representation, warranty, statement, report or certificate made or delivered by Borrower or Guarantor, or any of their officers, employees or agents, to Lender is not true and correct in any material respect when made or deemed made; (e) If Borrower or Guarantor shall (i) become insolvent, (ii) not be paying its debts generally as such debts become due, (iii) make an assignment for the benefit of creditors or cause or suffer any of their respective assets to come within the possession of any receiver, trustee or custodian, (iv) have a petition filed by or against Borrower or Guarantor under the Bankruptcy Reform Act of 1978, as amended, or any similar law or regulation, (v) have any of its assets attached, seized or levied upon, or (vi) otherwise become the subject of any insolvency or creditor enforcement proceedings, provided however, that any involuntary petition or other proceeding against Borrower or Guarantor shall not be an Event of Default unless an order for relief is entered or such proceeding remains undismissed for at least sixty (60) days; (f) if Borrower or Guarantor shall default in the payment, when due, whether by acceleration or otherwise, of any indebtedness of Borrower in excess of $1,000,000, and such default is declared and is not cured within the time, if any, specified there for in any agreement governing the same, or any event or condition shall occur which results in the acceleration of the maturity of any such Indebtedness of Borrower; (g) if one or more judgments or decrees shall be entered against Borrower or Guarantor involving, individually, or in the aggregate, a liability of $1,000,000 or more and such judgments or decrees shall not have been satisfied, vacated, discharged or stayed pending appeal within thirty (30) days after the entry thereof; or (h) if this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencyNote, or the commencement of any bankruptcy proceedings other Credit Documents executed by Borrower or againstGuarantor at any time after their respective execution and delivery, Xxxxxx. Xxxxxx acknowledges that shall cease to be in full force and effect, shall be declared null and void, shall be revoked or terminated or shall be subject to any Event of Default will substantially impair the lease value of the Equipment hereofcontest by Borrower or Guarantor as to their validity and/or enforceability, for any reason, or if Borrower or Guarantor shall for any reason deny any further liability to Lender hereunder and thereunder. Upon the occurrence and during the continuance of any Event of Default, Lessor mayBorrower may not request any Advance under this Agreement, Lender may then forthwith cease making Advances to or for the benefit of Borrower under this Agreement without any notice to Borrower, and Lender may terminate this Agreement; provided that this Agreement shall automatically terminate, and all amounts Borrower owes Lender hereunder and under the Note shall become due, without noticeany notice should an order for relief be entered with respect to Borrower under the United States Bankruptcy Code. Upon an Event of Default, with notice by Lender to or demand by Lender of Borrower, Lender may declare all Advances to be immediately due and payable. Lender, in its sole discretion, upon the occurrence of and during the continuance of an Event of Default may exercise one or more of the following remedies: (1) declare all unpaid payments rights and remedies accruing to Lender under this Agreement or the other Credit Documents, and/or applicable law upon default by Borrower, including, without limitation, the right to be immediately due set off and/or reduce to cash and payable; (2) terminate this Agreement as apply to the payment of any or all items of Borrower’s obligations, any monies, reserves, deposits, certificates of deposit, deposit accounts and interest and dividends thereon, securities, investment property, cash and other property in the Equipment; (3) take possession of or under the Equipment wherever found, and for this purpose enter upon control of Lender or any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of SellerLender’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:affiliates.
Appears in 1 contract
Events of Default Remedies. Each The occurrence of any one of the following shall constitute a default (each an "“Event of Default"”) by Borrower under this Agreement: (1a) failure by Lessee if Borrower shall fail to make pay any payment (i) principal amount of any Advance, when due and payable, or declared due and payable, or (ii) interest on any Advance within ten five (105) days after its the date on which such payment of interest shall become due dateand payable, or declared due and payable; (2b) failure by Lessee if Borrower shall fail to perform pledge additional Pledged Securities as required under Section 9(b) above; (c) if Borrower shall default in the performance or observance of any other obligation of its obligations under this Agreement or any of the other Credit Documents, and such default shall remain uncured for a period of fifteen (15) days after notice from Lender; (d) if any representation, warranty, statement, report or certificate made or delivered by Borrower, or 5652985 - 4 - any of its officers, employees or agents, to Lender is not true and correct in any material respect when made or deemed made; (e) If Borrower shall (i) become insolvent, (ii) not be paying its debts generally as such debts become due, (iii) make an assignment for the benefit of creditors or cause or suffer any of their respective assets to come within the possession of any receiver, trustee or custodian, (iv) have a petition filed by or against Borrower under the Bankruptcy Reform Act of 1978, as amended, or any similar law or regulation, (v) have any of its assets attached, seized or levied upon, or (vi) otherwise become the subject of any insolvency or creditor enforcement proceedings, provided however, that any involuntary petition or other proceeding against Borrower shall not be an Event of Default unless an order for relief is entered or such proceeding remains undismissed for at least sixty (60) days; (f) if Borrower or Xxxxx Xxxxxxx Companies (“PJC”) shall default in the payment, when due, whether by acceleration or otherwise, of any indebtedness of Borrower or PJC in excess of $1,000,000, and such default is declared and is not cured within the time, if any, specified therefore in any agreement governing the same, or any event or condition shall occur which results in the acceleration of the maturity of any such Indebtedness of Borrower or PJC; (g) if one or more judgments or decrees shall be entered against Borrower involving, individually, or in the aggregate, a liability of $1,000,000 or more and such judgments or decrees shall not have been satisfied, vacated, discharged or stayed pending appeal within thirty (30) days after the entry thereof; or (h) if this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencyNote, or the commencement of any bankruptcy proceedings other Credit Documents executed by Borrower at any time after their respective execution and delivery, shall cease to be in full force and effect, shall be declared null and void, shall be revoked or againstterminated or shall be subject to any contest by Borrower as to their validity and/or enforceability, Xxxxxx. Xxxxxx acknowledges that for any Event of Default will substantially impair the lease value of the Equipment hereofreason, or if Borrower shall for any reason deny any further liability to Lender hereunder and thereunder. Upon the occurrence and during the continuance of any Event of Default, Lessor mayBorrower may not request any Advance under this Agreement, Lender may then forthwith cease making Advances to or for the benefit of Borrower under this Agreement without any notice to Borrower, and Lender may terminate this Agreement; provided that this Agreement shall automatically terminate, and all amounts Borrower owes Lender hereunder and under the Note shall become due, without noticeany notice should an order for relief be entered with respect to Borrower under the United States Bankruptcy Code. Upon an Event of Default, with notice by Lender to or demand by Lender of Borrower, Lender may declare all Advances to be immediately due and payable. Lender, in its sole discretion, upon the occurrence of and during the continuance of an Event of Default may exercise one or more of the following remedies: (1) declare all unpaid payments rights and remedies accruing to Lender under this Agreement or the other Credit Documents, and/or applicable law upon default by Borrower, including, without limitation, the right to be immediately due set off and/or reduce to cash and payable; (2) terminate this Agreement as apply to the payment of any or all items of Borrower's obligations, any monies, reserves, deposits, certificates of deposit, deposit accounts and interest and dividends thereon, securities, investment property, cash and other property in the Equipment; (3) take possession of or under the Equipment wherever found, and for this purpose enter upon control of Lender or any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of LessorLender's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:affiliates.
Appears in 1 contract
Events of Default Remedies. Each If any of the following events shall occur and be continuing:
(a) the Borrower shall fail to pay any principal of any Loan or Reimbursement Obligation when due in accordance with the terms hereof; or the Borrower shall fail to pay any interest on any Loan, Reimbursement Obligation, any fees hereunder or any other amount payable hereunder or under any other Loan Document within five (5) Business Days after any such interest, fees or other amounts becomes due in accordance with the terms hereof; or
(b) any representation or warranty made or deemed made by any Loan Party herein or in any other Loan Document or that is contained in any certificate, document or financial or other statement furnished by it at any time under or in connection with this Agreement or any such other Loan Document when made which shall be false or misleading when made if the same has a Material Adverse Effect; or
(c) any Loan Party shall default in the observance or performance of any covenant contained in Sections 6.3, 6.5, 6.6 or 6.9, or Section 7; or
(d) any Loan Party shall default in the observance or performance of any other covenant contained in this Agreement or any other Loan Document (other than as provided in paragraphs (a) through (c) of this Section 8), and such default shall continue unremedied for a period of thirty (30) days; or
(e) any Loan Party shall (i) default in making any payment of any principal of any Indebtedness (including any Contingent Obligation, but excluding the Loans and Non-Recourse Indebtedness) beyond any applicable period of grace, or (ii) default in making any payment of any interest on any such Indebtedness or Contingent Obligation set forth in clause (i) beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness was created, or (iii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Contingent Obligations set forth in clause (i) or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or beneficiary of such Indebtedness (or a trustee or agent on behalf of such holder or beneficiary) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or (in the case of any such Indebtedness constituting a Contingent Obligation) to become payable; provided, that a default, event or condition described in clause (i), (ii) or (iii) of this paragraph (e) shall not at any time constitute an "Event of Default": Default unless, at such time, one or more defaults, events or conditions of the type described in clauses (1i), (ii) failure by Lessee and (iii) of this paragraph (e) shall have occurred and be continuing with respect to make any payment within ten Indebtedness or Contingent Obligation the aggregate outstanding principal amount of which is $25,000,000 or more; or
(10i) days after its due date; (2) failure by Lessee to perform Borrower or any other obligation Loan Party shall commence any case, proceeding or other action (A) under this Agreementany existing or future law of any jurisdiction, and domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding‑up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets; or (ii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action of a nature referred to in clause (i) above that (A) results in the continuance entry of an order for relief or any such default adjudication or appointment or (B) remains undismissed or undischarged for ten a period of 60 days; or (10iii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets that results in the entry of an order for any such relief that shall not have been vacated, discharged, or stayed or bonded pending appeal within 60 days after written notice thereof by Lessor to Lesseefrom the entry thereof; or (3iv) Borrower or any material misrepresentation other Loan Party shall take any action in furtherance of, or false statement of fact by Lessee; (4) the lossindicating its consent to, theftapproval of, damageor acquiescence in, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipmentacts set forth in clause (i), (ii), or (iii) above; or (5v) Lessee's dissolution, termination of existence, discontinuance of business, insolvencyBorrower or any other Loan Party shall generally not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or (vi) or Borrower or any other Loan Party shall make a general assignment for the commencement benefit of its creditors; or
(g) (i) an ERISA Event shall have occurred, (ii) a trustee shall be appointed by a United States district court to administer any Pension Plan, (iii) the PBGC shall institute proceedings to terminate any Pension Plan(s), (iv) any Loan Party or any of their respective ERISA Affiliates shall have been notified by the sponsor of a Multiemployer Plan that it has incurred or will be assessed Withdrawal Liability to such Multiemployer Plan and such entity does not have reasonable grounds for contesting such Withdrawal Liability or is not contesting such Withdrawal Liability in a timely and appropriate manner; or (v) any other event or condition shall occur or exist with respect to a Plan; and in each case in clauses (i) through (v) above, such event or condition, together with all other such events or conditions, if any, which could reasonably be expected to result in a Material Adverse Effect; or
(h) one or more final non-appealable judgments or decrees shall be entered against any Loan Party involving in the aggregate a liability of more than $15,000,000, and all such judgments or decrees shall not have been paid, vacated, discharged, stayed or bonded pending appeal within 30 days from the entry thereof; or
(i) any Loan Party shall be found responsible for (A) the release by any Loan Party, any of its Subsidiaries or any other Person of any bankruptcy proceedings by Hazardous Substance into the environment, or against(B) any violation of any Environmental Law or any federal, Xxxxxx. Xxxxxx acknowledges that state or local health or safety law or regulation, which, in either case of clause (A) or (B), could reasonably be expected to have a Material Adverse Effect; or
(j) the guarantee contained in Section 1 of the Guarantee Agreement shall cease, for any reason, to be in full force and effect or any Loan Party or any Affiliate of any Loan Party shall so assert (excluding release of any Loan Party in accordance with the Loan Documents); or
(k) there shall occur any Change of Control of the Borrower; then, and in any such event, (A) if such event is an Event of Default will substantially impair specified in clause (i) or (ii) of paragraph (f) above with respect to the lease value Borrower, automatically the Commitments shall immediately terminate and the Loans (with accrued interest thereon) and all other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the Equipment hereof. Upon then outstanding Letters of Credit shall have presented the occurrence of documents required thereunder) shall immediately become due and payable, and (B) if such event is any other Event of Default, Lessor may, without notice, exercise one either or more both of the following remediesactions may be taken: (1i) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower declare the Commitments to be terminated forthwith, whereupon the Commitments shall immediately terminate; and (ii) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower, declare the Loans (with accrued interest thereon) and all unpaid payments other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the then outstanding Letters of Credit shall have presented the documents required thereunder) to be due and payable forthwith, whereupon the same shall immediately become due and payable. With respect to all Letters of Credit with respect to which presentment for honor shall not have occurred at the time of an acceleration pursuant to this paragraph, the Borrower shall at such time deposit in a cash collateral account opened by the Administrative Agent an amount equal to the aggregate then undrawn and unexpired amount of such Letters of Credit. Amounts held in such cash collateral account shall be applied by the Administrative Agent to the payment of drafts drawn under such Letters of Credit, and the unused portion thereof after all such Letters of Credit shall have expired or been fully drawn upon, if any, shall be applied to repay other obligations of the Borrower hereunder and under the other Loan Documents. After all such Letters of Credit shall have expired or been fully drawn upon, all Reimbursement Obligations shall have been satisfied and all other obligations of the Borrower hereunder and under the other Loan Documents shall have been paid in full, the balance, if any, in such cash collateral account shall be returned to the Borrower (or such other Person as may be lawfully entitled thereto). Except as expressly provided above in this Section, presentment, demand, protest and all other notices of any kind are hereby expressly waived by the Borrower. On and after the occurrence of an Event of Default, the Administrative Agent shall apply all payments in respect of any Obligations in the following order: (i) first, to pay Obligations in respect of (A) any fees, expenses, reimbursements or indemnities then due to the Administrative Agent, (B) any fees (other than commitment fees and Letter of Credit fees), expenses, reimbursements or indemnities then due to the Lenders and Issuing Lenders and (C) to pay commitment fees, Letter of Credit fees and interest due in respect of Loans and Letters of Credit; (2ii) terminate second to the ratable payment or prepayment of principal outstanding on Loans and Letters of Credit; and (iii) third, to the ratable payment of all other Obligations. On or after the occurrence of an Event of Default, all principal payments in respect of Loans shall be applied, first, to repay outstanding Swingline Loans, next outstanding ABR Loans and then to repay outstanding Eurodollar Loans, with those that have the earlier expiring Interest Period being repaid prior to those that have later expiring Interest Periods. The order of priority set forth in this Agreement as to any or all items of paragraph and the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms related provisions of this Agreement or are set forth solely to recover damages for determine the breach hereof, including attorneys' fees rights and any other expenses paid or incurred by Lessor in connection with the repossession priorities of the Equipment; (6) apply Administrative Agent, the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretionLenders, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)Issuing Lenders as among themselves. The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions order of priority set forth in clause (i) may be changed only with the Sale Terms prior written consent of the Administrative Agent and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:order of priority of payments in respect of Letters of Credit may be changed only with the prior written consent of the Issuing Lenders.
Appears in 1 contract
Events of Default Remedies. Each of the The following shall constitute an "Event of Default"Default hereunder: (1) failure if by Lessee June 30, 2015 Tenant fails to close on the equity and construction funding necessary to develop the Project; if Tenant or any of its permitted Transferees shall fail to make payment of any payment sum payable under this Lease if such default is not cured within ten thirty (1030) days after its due datesuch payment is due; (2) failure by Lessee if Tenant shall be adjudged bankrupt or insolvent, file any debtor proceedings, or take or have taken against Tenant, in any court pursuant to perform any statute now or hereafter enacted, a petition in bankruptcy or insolvency or for an arrangement or for reorganization, composition, or any other obligation under this Agreementarrangement with Tenant’s creditors, and the continuance same is not dismissed within ninety (90) days, or if this Lease or the estate of Tenant herein shall pass to or devolve upon, by operation of law or otherwise, anyone other than Tenant (other than as herein provided) and the same does not revert to Tenant within ninety (90) days; or for the appointment of a receiver or trustee of all or a portion of Tenant’s property; if Tenant makes an assignment for the benefit of creditors, or petitions for or enters into a similar arrangement (other than any arrangement or assignment permitted under this Lease) and the same is not dismissed within ninety (90) days; if Tenant shall suffer this Lease to be taken under any writ of execution; if Tenant shall fail to pay an obligation required under any mortgage within the time provided in such an instrument plus any period of grace to make such payment or cure a failure to make such a payment, or otherwise commit an act of default under any mortgage affecting the Leased Premises; if Tenant shall assign this Lease or sublet, other than to income eligible low-income households, or otherwise encumber the Leased Premises without first obtaining Landlord’s consent except as permitted in this Lease; if the provisions of Section 4 hereof shall not be fully and completely complied with and such failure continues without the curing of the same for ten a period of thirty (1030) days after written notice thereof shall have been given to Tenant by Lessor Landlord specifying the nature of such failure; provided, however, that if such curing is commenced within such thirty (30) day period but cannot, with due diligence, be completed within such period, the same will not become a default under this Lease so long as Tenant shall at all times diligently, continually, and in good faith prosecute such curing to Lesseeeffect the same as soon as reasonably possible under all prevailing circumstances but in any event completes such cure within ninety (90) days after the aforementioned written notice; (3) if Tenant, any material misrepresentation or false statement of fact by Lessee; (4) the lossits permitted Transferees, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of shall fail to perform any of the Equipmentother covenants, conditions and agreements contained in this Lease that are required to be kept or performed by Tenant and such failure continues without the curing of the same for a period of thirty (30) days after written notice shall have been given to Tenant by Landlord specifying the nature of such failure; provided, however, that if such curing is commenced within such thirty (30) day period but cannot, with due diligence, be completed within such period, the same will not become a default under this Lease so long as Tenant shall at all times diligently, continually, and in good faith prosecute such curing to effect the same as soon as reasonably possible under all prevailing circumstances but in any event completes such cure within ninety (90) days after the aforementioned written notice; if Tenant fails to diligently and continuously prosecute the construction of the improvements to completion by December 31, 2017; if Tenant abandons or ceases to operate in the Leased Premises during the term of this Lease (other than temporary closures following a casualty or to effect any improvements or alterations in and to the Leased Premises) for a period of more than 180 days, subject to Excusable Delays; or if a mechanic’s, vendor’s, laborer’s, or material supplier’s statutory lien or other similar lien arising from work, labor, services, equipment, or materials supplied, or claimed to have been supplied, to Tenant (5or anyone claiming through Tenant) Lessee's dissolution, attaches (or may attach upon termination of existence, discontinuance of business, insolvency, this Lease) to the fee estate and Tenant fails to remove the lien or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereofbond it over within sixty (60) days. Upon the occurrence of any Event of a Default, Lessor mayLandlord shall have the immediate right and option (but not the obligation) to re-enter the Leased Premises, without noticeeither by summary proceedings, exercise one force, or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever foundotherwise, and for this purpose enter upon any premises of Lessee to dispossess Tenant and all other occupants therefrom and remove and dispose of all property therein, all without service of any notice of intention to re-enter and with or without resort to legal process (which Tenant hereby expressly waives) and without Landlord being deemed guilty of trespass or becoming liable for any loss or damage which may be occasioned thereby. Further, Landlord shall have the Equipmentright, without any liability to Lessee; (4) direct Lessee at its expense option, in addition to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either and not in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver limitation of any other Event right or remedy, to terminate this Lease by giving Tenant notice of Default or cancellation, and upon delivery of such notice, this Lease and the term hereof shall end and terminate as fully and completely and thereupon, unless Landlord shall have theretofore elected to re-enter the Leased Premises, Landlord shall have the immediate right of re-entry, in the manner aforesaid, and Tenant and all other occupants shall quit and surrender the Leased Premises to Landlord, but Tenant shall remain liable as provided herein. Notwithstanding any term or condition provision of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditionscontrary, which are hereby incorporated by reference in their entirety, as updated from time Landlord shall take no action with respect to time by Seller, in a particular Default if (i) Landlord or any of its sole discretion, and can be viewed affiliates is the general partner of Tenant or (ii) Landlord or any of its affiliates owns a controlling interest in the Resources section general partner, managing member or controlling shareholder of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:Tenant.
Appears in 1 contract
Samples: Ground Lease
Events of Default Remedies. Each If any of the following events shall constitute an "Event occur and be continuing:
(a) the Borrower shall fail to pay any principal of Default": any Loan or Reimbursement Obligation when due in accordance with the terms hereof; or the Borrower shall fail to pay any interest on any Loan or Reimbursement Obligation or any fees hereunder within five (15) failure Business Days after any such interest or fees becomes due in accordance with the terms hereof; or the Borrower shall fail to pay any other amount payable hereunder or under any other Loan Document, within five (5) Business Days after notice that such other amount became due; or
(b) any representation or warranty made or deemed made by Lessee any Loan Party herein or in any other Loan Document or that is contained in any certificate, document or financial or other statement furnished by it at any time under or in connection with this Agreement or any such other Loan Document when made which shall be materially false or misleading when made if the same has a Material Adverse Effect and, with respect to make any payment matter which is reasonably capable of being cured, such Loan Party shall have failed to cure the occurrence causing the representation or warranty to be materially false or misleading within ten fifteen (1015) days after its due datenotice thereof by the Administrative Agent to Borrower; or
(2c) failure by Lessee any Loan Party shall default in the observance or performance of any covenant contained in Section 6.9; or
(d) any Loan Party shall default in the observance or performance of any other covenant contained in this Agreement or any other Loan Document (other than as provided in paragraphs (a) through (c) of this Section 8), and such default shall continue unremedied for a period of thirty (30) days after the Borrower has knowledge of such violation or should have known such violation exists; or
(e) any Loan Party shall default in making any payment of any principal of any Indebtedness (including any Contingent Obligation, but excluding the Loans and Non-Recourse Indebtedness) beyond any applicable period of grace, or default shall be made with respect to perform the performance of any other obligation under this Agreementincurred in connection with any such Indebtedness or Contingent Obligations beyond any applicable period of grace, and such Indebtedness or Contingent Obligation equals or exceeds $150,000,000, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx effect of any of the Equipmentforegoing defaults described in this Section 8(d) is to accelerate the maturity of such Indebtedness or Contingent Obligation or to cause such Indebtedness or Contingent Obligation to become due prior to its stated maturity, or any such Indebtedness or Contingent Obligation shall not be paid when due at final maturity and such default shall not have been remedied or cured by such Loan Party or waived by the obligee; or
(i) Borrower or any Significant Subsidiary shall commence any case, proceeding or other action (5A) Lessee's dissolutionunder any existing or future law of any jurisdiction, termination of existencedomestic or foreign, discontinuance of businessrelating to bankruptcy, insolvency, reorganization or the commencement relief of any bankruptcy proceedings by debtors, seeking to have an order for relief entered with respect to it, or againstseeking to adjudicate it a bankrupt or insolvent, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:seeking reorganization,
Appears in 1 contract
Samples: Credit Agreement (Lennar Corp /New/)
Events of Default Remedies. Each of the The following shall constitute an "Event of Default": Default hereunder:
(1i) failure by Lessee if Tenant or any of its permitted Transferees shall fail to make payment of any payment sum payable under this Lease, provided, however, if within ten the last twelve (1012) days after its due date; months, Landlord has not previously provided Tenant with written notice of any monetary default (2failure to pay sum when due) failure by Lessee then Landlord shall give Tenant written notice specifying such default and an event of default shall be found to perform have occurred, if such default is not cured within thirty (30) of the delivery of such notice.
(ii) if Tenant shall be adjudged bankrupt or insolvent, file any debtor proceedings, or take or have taken against Tenant, in any court pursuant to any statute now or hereafter enacted, a petition in bankruptcy or insolvency or for an arrangement or for reorganization, composition, or any other obligation under this Agreementarrangement with Xxxxxx’s creditors, and the continuance same is not dismissed within ninety (90) days, or if this Lease or the estate of Tenant herein shall pass to or devolve upon, by operation of law or otherwise, anyone other than Tenant (other than as herein provided) and the same does not revert to Tenant within ninety (90) days; or for the appointment of a receiver or trustee of all or a portion of Tenant’s property;
(iii) if Xxxxxx makes an assignment for the benefit of creditors, or petitions for or enters into a similar arrangement (other than any arrangement or assignment permitted under this Lease) and the same is not dismissed within ninety (90) days;
(iv) if Tenant shall suffer this Lease to be taken under any writ of execution;
(v) if Tenant or any subtenant of Tenant subleasing the entire Leased Premises shall fail to pay an obligation required under any mortgage within the time provided in such an instrument plus any period of grace to make such payment or cure a failure to make such a payment, or otherwise commit an act of default under any mortgage affecting the Leased Premises;
(vi) if Tenant and any subtenant of Tenant subleasing the entire Leased Premises shall assign this Lease or sublet or otherwise encumber the Leased Premises without first obtaining Landlord’s consent as provided for ten in Section 9 hereof;
(10vii) if the provisions of Section 3 hereof shall not be fully and completely complied with and such failure continues without the curing of the same for a period of thirty (30) days after written notice thereof shall have been given to Tenant by Lessor Landlord specifying the nature of such failure; provided, however, that if such curing is commenced within such thirty (30) day period but cannot, with due diligence, be completed within such period, the same will not become a default under this Lease so long as Tenant shall at all times diligently, continually, and in good faith prosecute such curing to Lessee; effect the same as soon as reasonably possible under all prevailing circumstances but in any event completes such cure within ninety (390) days after the aforementioned written notice;
(viii) if Tenant, any material misrepresentation Transferees, or false statement any occupant of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of Leased Premises shall fail to perform any of the Equipment; other covenants, conditions and agreements contained in this Lease that are required to be kept or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or performed by Tenant and such failure continues without the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value curing of the Equipment hereofsame for a period of thirty (30) days after written notice shall have been given to Tenant by Landlord specifying the nature of such failure; provided, however, that if such curing is commenced within such thirty (30) day period but cannot, with due diligence, be completed within such period, the same will not become a default under this Lease so long as Tenant shall at all times diligently, continually, and in good faith prosecute such curing to effect the same as soon as reasonably possible under all prevailing circumstances but in any event completes such cure within ninety (90) days after the aforementioned written notice;
(ix) if Tenant fails to diligently and continuously prosecute the construction of the improvements; or
(x) if Tenant abandons or ceases to operate in the Leased Premises during the term of this Lease (other than temporary closures following a casualty or to effect any improvements or alterations in and to the Leased Premises). Upon the occurrence of any Event of such Default, Lessor mayLandlord shall have the immediate right and option (but not the obligation) to re-enter the Leased Premises, without noticeeither by summary proceedings, exercise one force, or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever foundotherwise, and for this purpose enter upon any premises of Lessee to dispossess Tenant and all other occupants therefrom and remove and dispose of all property therein, all without service of any notice of intention to re-enter and with or without resort to legal process (which Tenant hereby expressly waives) and without Landlord being deemed guilty of trespass or becoming liable for any loss or damage which may be occasioned thereby. Further, Landlord shall have the Equipmentright, without any liability to Lessee; (4) direct Lessee at its expense option, in addition to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either and not in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver limitation of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred remedy, to herein is intended terminate this Lease by giving Tenant notice of cancellation, and upon delivery of such notice, this Lease and the term hereof shall end and terminate as fully and completely and thereupon, unless Landlord shall have theretofore elected to be exclusive and each may be exercised concurrently or separately and from time to time. In re-enter the event Leased Premises, Landlord shall have the immediate right of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Sellerre-entry, in its sole discretionthe manner aforesaid, and can be viewed in Tenant and all other occupants shall quit and surrender the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties heretoLeased Premises to Landlord, Mobile Modular Management Corporation, a California corporation, but Tenant shall remain liable as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:provided herein.
Appears in 1 contract
Samples: Ground Lease
Events of Default Remedies. Each Upon the occurrence of any of the following shall constitute events (each an "Event of Default": ):
(1a) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform representation or warranty made herein, in any other obligation under Loan Document, in any financial statement furnished pursuant to or in connection with this Agreement, or in any report, certificate or other instrument furnished by the Borrower or any authorized officer or employee thereof in connection with this Agreement shall prove to have been false or misleading in any material respect when made; or
(b) default in the payment of the principal of or interest on the Loan and the continuance of such default for ten (10) a period of 3 days after written notice thereof by Lessor the due date; or
(c) the Borrower shall fail to Lessee; (3) duly perform or observe in any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of respect any of the Equipment; other terms, conditions, covenants or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement agreements required to be immediately due and payable; performed or observed by the Borrower hereunder (2) terminate other than any such term, condition or agreement otherwise specifically dealt with in the other paragraphs of this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever foundSection 7.1), and such failure shall continue for this purpose enter upon any premises a period of Lessee and remove fifteen (15) calendar days after notice thereof to the Equipment, without any liability to LesseeBorrower; or
(4d) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any an Event of Default shall not constitute occur under and as defined in the Mortgage, Security Agreement, any other Loan Document, the Bayfront Agreement or any Guaranty or, if no such "Events of Default" are defined in any such document, the Borrower, Bayfront or a waiver Guarantor shall be in material breach or default of any obligation, agreement or covenant of such Person under such document and shall fail to cure such breach or default within the period or periods of grace, if any, applicable thereto; or
(e) default in the payment of any other indebtedness of the Borrower or Bayfront that is in an amount greater than $50,000 for a single item of Indebtedness or in an amount greater than $200,000 of Indebtedness in the aggregate, or default in the performance of any other obligation incurred in connection with any such Indebtedness of the Borrower or Bayfront, if the effect of such default is to accelerate the maturity of such Indebtedness or to permit the holder thereof to cause such Indebtedness to be accelerated; provided that no Event of Default or shall occur hereunder as a result of any term such default with respect to any Indebtedness of the Borrower or condition Bayfront if (i) the Borrower or Bayfront in good faith contests its liability for such Indebtedness, the amount thereof or its obligation for the performance of this Agreementsuch obligation and (ii) acceleration of such Indebtedness would not impair the Lenders' interests as holders of the Notes or the Borrower's ability to make all payments on the Notes when and as due; or
(f) the Borrower, Bayfront or Brucx Xxxx xxxll voluntarily or involuntarily (i) apply for or consent to the appointment of a receiver, trustee or liquidator of it or any of its properties or assets, (ii) admit in writing its inability to pay its debts as they mature, (iii) make a general assignment for the benefit of creditors, (iv) file a voluntary or have filed an involuntary petition in bankruptcy (and, if involuntary, such filing shall not be dismissed within 30 days from the date of filing), or a petition or an answer seeking reorganization or an arrangement with creditors to take advantage of any bankruptcy, reorganization, insolvency, readjustment of debt, dissolution or liquidation law or statute, or an answer admitting the material allegations of a petition filed against it in any proceeding under any such law, or (v) take any action for the purpose of effecting any of the foregoing; or
(g) the Borrower or Bayfront shall incur, permit the incurrence of, create or permit to exist any Lien on Gross Facility Revenues or any Indebtedness secured by Gross Facility Revenues not expressly permitted by the terms hereof; or
(h) Concorde Gaming Corporation shall no longer own, directly or through subsidiaries, at least a majority interest in both the Borrower and Bayfront; then, the Lenders, by notice to the Borrower, may declare the outstanding principal of the Loan, the accrued interest thereon computed at the Default Rate, and all other obligations of the Borrower to the Lenders under the Loan Documents, to be forthwith due and payable, whereupon the Loan, all accrued interest thereon and all such obligations shall immediately become due and payable, in each case without presentment, demand, protest or notice, all of which the Borrower hereby expressly waives. No In addition, the Lenders may exercise any other right or remedy referred available to herein is intended to be exclusive them, or any one of them, at law or in equity, including enforcing any and each may be exercised concurrently all rights and exercising any remedies under any of the Loan Documents or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:applicable law.
Appears in 1 contract
Events of Default Remedies. Each In case anyone or more of the following events, herein termed “events of default”, shall constitute happen:
(a) the Shipowner fails to pay within three (3) Business Days of the date due any payment in respect of the Indebtedness hereby secured as provided herein; or
(b) the statements in Article I shall prove to have been untrue in a material way when made; or
(c) a default in the due and punctual observance and performance of any of the provisions of Sections 2, 3, 7, 8, 9(b), 11, 12, 13(a), (b), (d), (h) and (j), 16 or 17 of Article II hxxxxx xxxxx xxxx xxxxxxxx xxx xx xxxxxxxxxx; xr
(d) a breach or omission in the due and punctual observance of any of the other covenants and conditions herein required to be kept and performed by the Shipowner and such breach or omission shall continue for 30 days after the day the Shipowner first knew or should have known of such breach or omission; or
(e) an "Event of Default"Default shall have occurred and be continuing under the Credit Agreement; or
(f) a payment default by the Borrower under any Interest Rate Protection Agreement or Other Hedging Agreement shall have occurred and be continuing; or
(g) any notice shall have been issued by the government or any bureau, department, officer, board or agency thereof of the country of registry of the Vessel to the effect that the Vessel is subject to cancellation from such registry or the certificate of registry of the Vessel is subject to revocation or cancellation for any reason whatsoever, and such notice shall not have been cancelled or annulled on or before seven (7) Business Days prior to the date set forth in such notice for such cancellation or revocation; or
(h) the Vessel shall be cancelled from the country of registry of the Vessel or the certificate of registry of the Vessel is revoked or cancelled for any reason whatsoever; then: the security constituted by this Deed and the Mortgage shall become immediately enforceable and that without limitation, the enforcement remedies specified can be exercised irrespective of whether or not the Mortgagee has exercised the right of acceleration under the Credit Agreement or any of the other Credit Documents and the Mortgagee shall have the right to:
(1i) failure Declare all the then unpaid Indebtedness hereby secured to be due and payable immediately, and upon such declaration, the same shall become and be immediately due and payable provided, however, that no declaration shall be required if an event of default shall have occurred by Lessee reason of a default under Section 10.05 of the Credit Agreement, then and in such case, the Indebtedness hereby secured shall become immediately due and payable on the occurrence of such event of default without any notice or demand;
(ii) Exercise all of the rights and remedies in foreclosure and otherwise given to make any payment within ten (10) days after its due date; (2) failure a mortgagee by Lessee to perform the provisions of the laws of the country of registry of the Vessel or of any other obligation under this Agreementjurisdiction where the Vessel may be found;
(iii) Bring suit at law, in equity or in admiralty, as it may be advised, to recover judgment for the Indebtedness hereby secured, and collect the continuance same out of any and all property of the Shipowner whether covered by this Mortgage or otherwise;
(iv) Take and enter into possession of the Vessel, at any time, wherever the same may be, without legal process and without being responsible for loss or damage and the Shipowner or other person in possession forthwith upon demand of the Mortgagee shall surrender to the Mortgagee possession of the Vessel;
(v) Without being responsible for loss or damage, the Mortgagee may hold, lay up, lease, charter, operate or otherwise use such Vessel for such time and upon such terms as it may deem to be for its best advantage, and demand, collect and retain all hire, freights, earnings, issues, revenues, income, profits, return premiums, salvage awards or recoveries, recoveries in general average, and all other sums due or to become due in respect of such default Vessel or in respect of any insurance thereon from any person whomsoever, accounting only for the net profits, if any, arising from such use of the Vessel and charging upon all receipts from the use of the Vessel or from the sale thereof by court proceedings or pursuant to subsection (vi) next following, all costs, expenses, charges, damages or losses by reason of such use; and if at any time the Mortgagee shall avail itself of the right herein given them to take the Vessel, the Mortgagee shall have the right to dock the Vessel, for a reasonable time at any dock, pier or other premises of the Shipowner without charge, or to dock her at any other place at the cost and expense of the Shipowner;
(vi) Without being responsible for loss or damage, the Mortgagee may sell the Vessel upon such terms and conditions as to the Mortgagee shall seem best, free from any claim of or by the Shipowner, at public or private sale, by sealed bids or otherwise, by mailing, by air or otherwise, notice of such sale, whether public or private, addressed to the Shipowner at its last known address and to any other registered mortgagee, twenty (20) calendar days prior to the date fixed for entering into the contract of sale and by first publishing notice of any such public sale for ten (10) days after written consecutive days, in daily newspapers of general circulation published in the City of New York, State of New York; in the event that the Vessel shall be offered for sale by private sale, no newspaper publication of notice thereof shall be required, nor notice of adjournment of sale; sale may be held at such place and at such time as the Mortgagee by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencynotice may have specified, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In adjourned by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated Mortgagee from time to time by Seller, in its sole discretionannouncement at the time and place appointed for such sale or for such adjourned sale, and can without further notice or publication the Mortgagee may make any such sale at the time and place to which the same shall be viewed so adjourned; and any sale may be conducted without bringing the Vessel to the place designated for such sale and in such manner as the Resources section of Seller’s website Mortgagee may deem to be for its best advantage, and the Mortgagee may become the purchaser at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)any sale. The Buyer hereby affirms Shipowner agrees that he/she has read any sale made in its entirety accordance with the terms of this paragraph shall be deemed made in a commercially reasonable manner insofar as it is concerned;
(vii) Require that all policies, contracts, certificates of entry and understands other records relating to the Supplemental Lease Terms and Conditions. The parties heretoinsurance with respect to the Vessel, Mobile Modular Management Corporationincluding, a California corporationbut not limited to, as seller those described in Article II, Section 13 hereof (the “SellerInsurances”) (including details of and buyer correspondence concerning outstanding claims) be forthwith delivered to or to the order of the Mortgagee; and/or
(“Buyer”viii) Collect, as described recover, compromise and give a good discharge for any and all monies and claims for monies then outstanding or thereafter arising under the Insurances or in respect of the Sale Agreement in earnings or any requisition compensation and to permit any brokers through whom collection or recovery is effected to charge the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:usual brokerage therefor.
Appears in 1 contract
Events of Default Remedies. Each In case anyone or more of the following events, herein termed “events of default”, shall constitute happen:
(a) the Shipowner (i) shall fail to pay on the date due any payment of principal in respect of the Indebtedness hereby secured as provided herein or (ii) shall default, and such default shall continue unremedied for three or more Business Days, in the payment when due of any other amounts owing by the Shipowner under the Subsidiaries Guaranty or this Mortgage; or
(b) the statements in Article I shall prove to have been untrue when made in a material way; or
(c) a default in the due and punctual observance and performance of any of the provisions of Sections 2, 3, 7, 8, 9(b), 11, 12, 13, 16, 17 or 18 of Article II hereof shall have occurred and be continuing; or
(d) a default in the due performance or observance by the Shipowner of any of the other covenants, terms and agreements contained in this Mortgage and such default shall continue unremedied for 30 days after the day the Shipowner first knew or should have known of such default; or
(e) an "Event of Default"Default shall have occurred and be continuing under the Credit Agreement; or
(f) a payment default by the Borrower under any Interest Rate Protection Agreement or Other Hedging Agreement shall have occurred and be continuing; or
(g) any notice shall have been issued by the government or any bureau, department, officer, board or agency thereof of the Republic of the Xxxxxxxx Islands to the effect that the registration of the Vessel is subject to cancellation or the certificate of registry of the Vessel is subject to revocation or cancellation for any reason whatsoever, and such notice shall not have been cancelled or annulled on or before seven (7) Business Days prior to the date set forth in such notice for such cancellation or revocation; or
(h) the Vessel shall be cancelled from the Republic of the Xxxxxxxx Islands or the certificate of registry of the Vessel is revoked or cancelled for any reason whatsoever; then: the security constituted by this Mortgage shall become immediately enforceable and that without limitation, the enforcement remedies specified can be exercised irrespective of whether or not the Mortgagee has exercised the right of acceleration under the Credit Agreement or any of the other Credit Documents and the Mortgagee shall have the right to:
(1i) failure Declare all or any part of the then unpaid Indebtedness hereby secured to be due and payable immediately, and upon such declaration, the same shall become and be immediately due and payable provided, however, that no declaration shall be required if an Event of Default shall have occurred by Lessee reason of a Default under Section 9.05 of the Credit Agreement, then and in such case, the Indebtedness hereby secured shall become immediately due and payable on the occurrence of such Event of Default without any notice or demand;
(ii) Exercise all of the rights and remedies in foreclosure and otherwise given to make any payment within ten (10) days after its due date; (2) failure a mortgagee by Lessee to perform the provisions of the laws of the Republic of the Xxxxxxxx Islands or of any other obligation under this Agreementjurisdiction where the Vessel may be found;
(iii) Bring suit at law, in equity or in admiralty, as it may be advised, to recover judgment for the Indebtedness hereby secured, and collect the continuance same out of any and all property of the Shipowner whether covered by this Mortgage or otherwise;
(iv) Take and enter into possession of the Vessel, at any time, wherever the same may be, without legal process and without being responsible for loss or damage and the Shipowner or other person in possession forthwith upon demand of the Mortgagee shall surrender to the Mortgagee possession of the Vessel;
(v) Without being responsible for loss or damage, the Mortgagee may hold, lay up, lease, charter, operate or otherwise use such Vessel for such time and upon such terms as it may deem to be for its best advantage, and demand, collect and retain all hire, freights, earnings, issues, revenues, income, profits, return premiums, salvage awards or recoveries, recoveries in general average, and all other sums due or to become due in respect of such default Vessel or in respect of any insurance thereon from any person whomsoever, accounting only for the net profits, if any, arising from such use of the Vessel and charging upon all receipts from the use of the Vessel or from the sale thereof by court proceedings or pursuant to subsection (vi) next following, all costs, expenses, charges, damages or losses by reason of such use; and if at any time the Mortgagee shall avail itself of the right herein given them to take the Vessel, the Mortgagee shall have the right to dock the Vessel, for a reasonable time at any dock, pier or other premises of the Shipowner without charge, or to dock her at any other place at the cost and expense of the Shipowner;
(vi) Without being responsible for loss or damage, the Mortgagee may sell the Vessel upon such terms and conditions as to the Mortgagee shall seem best, free from any claim of or by the Shipowner, at public or private sale, by sealed bids or otherwise, by mailing, by air or otherwise, notice of such sale, whether public or private, addressed to the Shipowner at its last known address and to any other registered mortgagee, twenty (20) calendar days prior to the date fixed for entering into the contract of sale and by first publishing notice of any such public sale for ten (10) days after written consecutive days, in daily newspapers of general circulation published in the City of New York, State of New York; in the event that the Vessel shall be offered for sale by private sale, no newspaper publication of notice thereof shall be required, nor notice of adjournment of sale; sale may be held at such place and at such time as the Mortgagee by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencynotice may have specified, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In adjourned by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated Mortgagee from time to time by Seller, in its sole discretionannouncement at the time and place appointed for such sale or for such adjourned sale, and can without further notice or publication the Mortgagee may make any such sale at the time and place to which the same shall be viewed so adjourned; and any sale may be conducted without bringing the Vessel to the place designated for such sale and in such manner as the Resources section of Seller’s website Mortgagee may deem to be for its best advantage, and the Mortgagee may become the purchaser at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)any sale. The Buyer hereby affirms Shipowner agrees that he/she has read any sale made in its entirety accordance with the terms of this paragraph shall be deemed made in a commercially reasonable manner insofar as it is concerned;
(vii) Require that all policies, contracts, certificates of entry and understands other records relating to the Supplemental Lease Terms and Conditions. The parties heretoinsurance with respect to the Vessel, Mobile Modular Management Corporationincluding, a California corporationbut not limited to, as seller those described in Article II, Section 13 hereof (the “SellerInsurances”) (including details of and buyer correspondence concerning outstanding claims) be forthwith delivered to or to the order of the Mortgagee;
(“Buyer”viii) Collect, as described recover, compromise and give a good discharge for any and all monies and claims for monies then outstanding or thereafter arising under the Insurances or in respect of the Sale Agreement in earnings or any requisition compensation and to permit any brokers through whom collection or recovery is effected to charge the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:usual brokerage therefor.
Appears in 1 contract
Events of Default Remedies. Each If any of the following events shall occur and be continuing:
(a) the Borrower shall fail to pay any principal of any Loan or Reimbursement Obligation when due in accordance with the terms hereof; or the Borrower shall fail to pay any interest on any Loan, Reimbursement Obligation, any fees hereunder or any other amount payable hereunder or under any other Loan Document within five (5) Business Days after any such interest, fees or other amounts becomes due in accordance with the terms hereof; or
(b) any representation or warranty made or deemed made by any Loan Party herein or in any other Loan Document or that is contained in any certificate, document or financial or other statement furnished by it at any time under or in connection with this Agreement or any such other Loan Document when made which shall be false or misleading in any material respect when made; or
(c) any Loan Party shall default in the observance or performance of any covenant contained in Sections 6.3, 6.5, 6.6, 7.1, 7.3, 7.4 or 7.6 through 7.12; or
(d) any Loan Party shall default in the observance or performance of any other covenant contained in this Agreement or any other Loan Document (other than as provided in paragraphs (a) through (c) of this Section 8), and such default shall continue unremedied for a period of thirty (30) days; or
(e) any Loan Party shall (i) default in making any payment of any principal of any Indebtedness (including any Contingent Obligation, but excluding the Loans and Non-Recourse Indebtedness) beyond any applicable period of grace, or (ii) default in making any payment of any interest on any such Indebtedness or Contingent Obligation set forth in clause (i) beyond the period of grace, if any, provided in the instrument or agreement under which such obligation was created, or (iii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Contingent Obligation set forth in clause (i) or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or beneficiary of such Indebtedness or Contingent Obligation (or a trustee or agent on behalf of such holder or beneficiary) to cause, with the giving of notice if required, such Indebtedness or Contingent Obligation to become due prior to its stated maturity or (in the case of any Contingent Obligation) to become payable; provided, that a default, event or condition described in clause (i), (ii) or (iii) of this paragraph (e) shall not at any time constitute an "Event of Default": Default unless, at such time, one or more defaults, events or conditions of the type described in clauses (1i), (ii) failure by Lessee and (iii) of this paragraph (e) shall have occurred and be continuing with respect to make Indebtedness or Contingent Obligations the aggregate outstanding principal amount of which is $10,000,000 or more; provided further, that no default or event of default under any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation Non-Recourse Indebtedness shall be a Default or Event of Default under this Agreement, and the continuance of such default for ten ; or
(10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4i) the lossBorrower or any other Loan Party shall commence any case, theftproceeding or other action (A) under any existing or future law of any jurisdiction, damagedomestic or foreign, destruction relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets; or (ii) there shall be commenced against the attempted sale Borrower or encumbrance by Xxxxxx any other Loan Party any case, proceeding or other action of a nature referred to in clause (i) above that (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed or undischarged for a period of 90 days; or (iii) there shall be commenced against the Borrower or any other Loan Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets that results in the entry of an order for any such relief that shall not have been vacated, discharged, or stayed or bonded pending appeal within 60 days from the entry thereof; or (iv) the Borrower or any other Loan Party shall take any action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the Equipmentacts set forth in clause (i), (ii), or (iii) above; or (5v) Lessee's dissolution, termination of existence, discontinuance of business, insolvencythe Borrower or any other Loan Party shall generally not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or (vi) or the commencement Borrower or any other Loan Party shall make a general assignment for the benefit of its creditors; or
(i) an ERISA Event or Foreign Plan Event shall have occurred, (ii) a trustee shall be appointed by a United States district court to administer any Pension Plan, (iii) the PBGC shall institute proceedings to terminate any Pension Plan(s), (iv) any Loan Party or any of their respective ERISA Affiliates shall have been notified by the sponsor of a Multiemployer Plan that it has incurred or will be assessed Withdrawal Liability to such Multiemployer Plan and such entity does not have reasonable grounds for contesting such Withdrawal Liability or is not contesting such Withdrawal Liability in a timely and appropriate manner; or (v) any other event or condition shall occur or exist with respect to a Plan; and in each case in clauses (i) through (v) above, such event or condition, together with all other such events or conditions, if any, which could reasonably be expected to result in a Material Adverse Effect; or
(h) one or more final non-appealable judgments or decrees shall be entered against any Loan Party involving in the aggregate a liability of more than $10,000,000, and all such judgments or decrees shall not have been paid, vacated, discharged, stayed or bonded pending appeal within 30 days from the entry thereof; or
(i) any Loan Party shall be found responsible for (A) the release or threatened release by any Loan Party, any of its Subsidiaries or any other Person of any bankruptcy proceedings by Hazardous Substance into the indoor or againstoutdoor environment, Xxxxxx. Xxxxxx acknowledges that or (B) any violation of any Environmental Law or any federal, state or local health or safety law or regulation, which, in either case of clause (A) or (B), could reasonably be expected to have a Material Adverse Effect; or
(j) any of the Loans Documents (including the Guarantee Agreement) shall cease, for any reason, to be in full force and effect or any Loan Party or any Affiliate of any Loan Party shall so assert (excluding release of any Guarantor from its guarantee in accordance with the Loan Documents); or
(k) there shall occur any Change of Control; then, and in any such event, (A) if such event is an Event of Default will substantially impair specified in clause (i) or (ii) of paragraph (f) above with respect to the lease value Borrower, automatically the Commitments shall immediately terminate and the Loans (with accrued interest thereon) and all other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the Equipment hereof. Upon then outstanding Letters of Credit shall have presented the occurrence of documents required thereunder) shall immediately become due and payable, and (B) if such event is any other Event of Default, Lessor may, without notice, exercise one either or more both of the following remediesactions may be taken: (1i) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower declare the Commitments to be terminated forthwith, whereupon the Commitments shall immediately terminate; and (ii) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower, declare the Loans (with accrued interest thereon) and all unpaid payments other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the then outstanding Letters of Credit shall have presented the documents required thereunder) to be due and payable forthwith, whereupon the same shall immediately become due and payable. With respect to all Letters of Credit with respect to which presentment for honor shall not have occurred at the time of an acceleration pursuant to this paragraph, the Borrower shall at such time deposit in a cash collateral account opened by the Administrative Agent an amount equal to 103% of the aggregate then undrawn and unexpired amount of such Letters of Credit. Amounts held in such cash collateral account shall be applied by the Administrative Agent to the payment of drafts drawn under such Letters of Credit, and the unused portion thereof after all such Letters of Credit shall have expired or been fully drawn upon, if any, shall be applied to repay other obligations of the Borrower hereunder and under the other Loan Documents. After all such Letters of Credit shall have expired or been fully drawn upon, all Reimbursement Obligations shall have been satisfied and all other obligations of the Borrower hereunder and under the other Loan Documents shall have been paid in full, the balance, if any, in such cash collateral account shall be returned to the Borrower (or such other Person as may be lawfully entitled thereto). Except as expressly provided above in this Section, presentment, demand, protest and all other notices of any kind are hereby expressly waived by the Borrower. On and after the occurrence of an Event of Default, the Administrative Agent shall apply all payments in respect of any Obligations in the following order: (i) first, to pay Obligations in respect of any fees, expenses, reimbursements or indemnities then due to the Administrative Agent, (ii) second, to pay Obligations in respect of any fees (other than commitment fees and Letter of Credit fees), expenses, reimbursements or indemnities then due to the Lenders and Issuing Lenders, (iii) third, to pay commitment fees, Letter of Credit fees and interest due in respect of Loans and Letters of Credit; (2iv) terminate fourth to the ratable payment or prepayment of principal outstanding on Loans and Letters of Credit; and (v) fifth, to the ratable payment of all other Obligations. On or after the occurrence of an Event of Default, all principal payments in respect of Loans shall be applied, first, to repay outstanding Swingline Loans, next outstanding ABR Loans and then to repay outstanding Eurodollar Loans, with those that have the earlier expiring Interest Period being repaid prior to those that have later expiring Interest Periods. The order of priority set forth in this Agreement as to any or all items of paragraph and the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms related provisions of this Agreement or are set forth solely to recover damages for determine the breach hereofrights and priorities of the Administrative Agent, including attorneys' fees the Lenders, and any other expenses paid or incurred by Lessor in connection the Issuing Lenders as among themselves. The order of priority of payments may be changed only with the repossession written consent of each affected Lender and the Administrative Agent and the order of priority of payments in respect of Letters of Credit may be changed only with the prior written consent of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:Issuing Lenders.
Appears in 1 contract
Events of Default Remedies. Each If any of the following events shall constitute an "Event occur and be continuing:
(a) the Borrower shall fail to pay any principal of Default": any Loan or Reimbursement Obligation when due in accordance with the terms hereof; or the Borrower shall fail to pay any interest on any Loan or Reimbursement Obligation or any fees hereunder within five (15) failure Business Days after any such interest or fees becomes due in accordance with the terms hereof; or the Borrower shall fail to pay any other amount payable hereunder or under any other Loan Document, within five (5) Business Days after notice that such other amount became due; or
(b) any representation or warranty made or deemed made by Lessee any Loan Party herein or in any other Loan Document or that is contained in any certificate, document or financial or other statement furnished by it at any time under or in connection with this Agreement or any such other Loan Document when made which shall be materially false or misleading when made if the same has a Material Adverse Effect and, with respect to make any payment matter which is reasonably capable of being cured, such Loan Party shall have failed to cure the occurrence causing the representation or warranty to be materially false or misleading within ten fifteen (1015) days after its due datenotice thereof by the Administrative Agent to Borrower; or
(2c) failure by Lessee any Loan Party shall default in the observance or performance of any covenant contained in Section 6.9; or
(d) any Loan Party shall default in the observance or performance of any other covenant contained in this Agreement or any other Loan Document (other than as provided in paragraphs (a) through (c) of this Section 8), and such default shall continue unremedied for a period of thirty (30) days after the Borrower has knowledge of such violation or should have known such violation exists; or
(e) any Loan Party shall default in making any payment of any principal of any Indebtedness (including any Contingent Obligation, but excluding the Loans and Non-Recourse Indebtedness) beyond any applicable period of grace, or default shall be made with respect to perform the performance of any other obligation under this Agreementincurred in connection with any such Indebtedness or Contingent Obligations beyond any applicable period of grace, and such Indebtedness or Contingent Obligation equals or exceeds $125,000,000, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx effect of any of the Equipmentforegoing defaults described in this Section 8(d) is to accelerate the maturity of such Indebtedness or Contingent Obligation or to cause such Indebtedness or Contingent Obligation to become due prior to its stated maturity, or any such Indebtedness or Contingent Obligation shall not be paid when due at final maturity and such default shall not have been remedied or cured by such Loan Party or waived by the obligee; or
(i) Borrower or any Significant Subsidiary shall commence any case, proceeding or other action (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets; or (5ii) Lessee's dissolutionthere shall be commenced against Borrower or any Significant Subsidiary any case, termination proceeding or other action of existencea nature referred to in clause (i) above that (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed or undischarged for a period of 60 days; or (iii) there shall be commenced against Borrower or any Significant Subsidiary any case, discontinuance proceeding or other action seeking issuance of businessa warrant of attachment, insolvencyexecution, distraint or similar process against all or any substantial part of its assets that results in the entry of an order for any such relief that shall not have been vacated, discharged, or stayed or bonded pending appeal within 60 days from the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payableentry thereof; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:or
Appears in 1 contract
Samples: Credit Agreement (Lennar Corp /New/)
Events of Default Remedies. Each The Mortgagee may enforce this Mortgage in any way it may decide at any time (in each case, acting at the direction of Holders of not less than a majority in aggregate principal amount of the following shall constitute Outstanding Securities) at which an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair has occurred and is continuing by exercising any powers conferred on it by law or by this Mortgage and, in addition, may (in each case, acting at the lease value direction of Holders of not less than a majority in aggregate principal amount of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more Outstanding Securities):
(a) demand payment by written notice of the following remedies: (1) declare all unpaid payments under this Agreement to Indebtedness hereby secured, whereupon such payment shall be immediately due and payable; (2) terminate , anything contained in the Note Documents or this Agreement as Mortgage to the contrary notwithstanding and without prejudice to any or all items other rights and remedies of the EquipmentMortgagee under the Note Documents or this Mortgage, provided, however, that if, before any sale of the Rig, all defaults shall have been remedied in a manner satisfactory to the Mortgagee (acting at the direction of the requisite Holders in accordance with the Indenture), the Mortgagee (acting at the direction of the requisite Holders in accordance with the Indenture) may waive such defaults by written notice to the Shipowner; but no such waiver shall extend to or affect any subsequent or other default or impair any rights and remedies consequent thereon;
(3b) at any time and as often as may be necessary, take any such action as may be necessary or advisable for the purpose of protecting the security created by this Mortgage and each and every expense or liability (including reasonable fees of counsel) so incurred by the Mortgagee in or about the protection of such security shall be repayable to it by the Shipowner promptly after demand. The Shipowner shall promptly execute and deliver to the Mortgagee such documents or cause promptly to be executed and delivered to the Mortgagee such documents, if any, and shall promptly do and perform such acts, if any, as may be necessary or advisable to facilitate or expedite the protection, maintenance and enforcement of the security created by this Mortgage;
(c) exercise all the rights and remedies in foreclosure and otherwise given to mortgagees by Chapter 3 of the Maritime Xxx 0000 of the Republic of the Xxxxxxxx Islands as amended and all applicable laws of any other jurisdiction;
(d) take possession of the Equipment Rig, wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipmentsame may be, without any liability to Lessee; prior demand and without legal process (4when permissible under applicable law) direct Lessee at its expense to promptly prepare and cause the Equipment for pickup by Lessor; (5) proceed by appropriate action either Shipowner or other Person in law or in equity to enforce performance by Lessee possession thereof forthwith upon demand of the terms of this Agreement or Mortgagee to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject surrender to the Supplemental Sale Terms and Conditions, which are hereby incorporated Mortgagee possession thereof as demanded by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:Mortgagee;
Appears in 1 contract
Samples: Indenture (Transocean Ltd.)
Events of Default Remedies. Each The Mortgagee may enforce this Mortgage in any way it may decide at any time (in each case, acting at the direction of Holders of not less than a majority in aggregate principal amount of the following shall constitute Outstanding Securities) at which an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair has occurred and is continuing by exercising any powers conferred on it by law or by this Mortgage and, in addition, may (in each case, acting at the lease value direction of Holders of not less than a majority in aggregate principal amount of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more Outstanding Securities):
(a) demand payment by written notice of the following remedies: (1) declare all unpaid payments under this Agreement to Indebtedness hereby secured, whereupon such payment shall be immediately due and payable; (2) terminate , anything contained in the Note Documents or this Agreement as Mortgage to the contrary notwithstanding and without prejudice to any or all items other rights and remedies of the EquipmentMortgagee under the Note Documents or this Mortgage, provided, however, that if, before any sale of the Rig, all defaults shall have been remedied in a manner satisfactory to the Mortgagee (acting at the direction of the requisite Holders in accordance with the Indenture), the Mortgagee (acting at the direction of the requisite Holders in accordance with the Indenture) may waive such defaults by written notice to the Shipowner; but no such waiver shall extend to or affect any subsequent or other default or impair any rights and remedies consequent thereon;
(3b) at any time and as often as may be necessary, take any such action as may be necessary or advisable for the purpose of protecting the security created by this Mortgage and each and every expense or liability (including reasonable fees of counsel) so incurred by the Mortgagee in or about the protection of such security shall be repayable to it by the Shipowner promptly after demand. The Shipowner shall promptly execute and deliver to the Mortgagee such documents or cause promptly to be executed and delivered to the Mortgagee such documents, if any, and shall promptly do and perform such acts, if any, as may be necessary or advisable to facilitate or expedite the protection, maintenance and enforcement of the security created by this Mortgage;
(c) exercise all the rights and remedies in foreclosure and otherwise given to mortgagees by Chapter 3 of the Maritime Xxx 0000 of the Republic of the Xxxxxxxx Islands as amended and all applicable laws of any other jurisdiction;
(d) take possession of the Equipment Rig, wherever foundthe same may be, without prior demand and without legal process (when permissible under applicable law) and cause the Shipowner or other Person in possession thereof forthwith upon demand of the Mortgagee to surrender to the Mortgagee possession thereof as demanded by the Mortgagee;
(e) require that all documents and records relating to the insurance with respect to the Rig, including, but not limited to, those described in Section 12 of Article II (Insurance) hereof (the “Insurances”) (including details of and correspondence concerning outstanding claims) be forthwith delivered to the Mortgagee or its nominee;
(f) collect, recover and give a good discharge for any moneys or claims in respect of the Rig and to take over or institute (if necessary using the name of the Shipowner) all such proceedings in connection therewith as may be necessary or advisable and to permit any brokers through whom collection or recovery is effected to charge the usual brokerage for doing so;
(g) settle, refer to arbitration, compromise and arrange any claims, accounts, disputes, questions and demands with or by any person relating to the Rig;
(h) bring, prosecute, defend or abandon any action, suit or proceedings in relation to the Rig;
(i) sell the Rig or any share or interest in it (with or without prior notice to the Shipowner or the benefit of any charter commitment), free from any claim by the Shipowner, by public auction or private contract, at such place and upon such terms as the Mortgagee in its absolute discretion may determine, with power to postpone any such sale and without being answerable for any loss occasioned by such sale or resulting from its postponement and with power to purchase the Rig itself and set off the sale price against all or any part of the Indebtedness hereby secured;
(j) manage, charter, lease, insure, maintain and repair the Rig, and employ, sail or lay up the Rig upon such terms, in such manner and for this purpose enter upon any premises of Lessee and remove such period as the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by SellerMortgagee, in its sole absolute discretion, deems expedient or advisable and can enter into such arrangements in all respects as if the Mortgagee was the owner of the Rig and without being responsible for any loss thereby incurred;
(k) do anything incidental or conducive to the exercise of its rights as mortgagee of the Rig including discharging any cargo or equipment belonging to any person on board the Rig.
(l) to the extent permitted by the Indenture and/or this Mortgage, recover from the Shipowner on demand any such losses as may be viewed incurred by the Mortgagee in or about the exercise of the powers vested in the Resources section Mortgagee under Section 1(j) above; and
(m) to the extent permitted by the Indenture and/or this Mortgage, recover from the Shipowner on demand all expenses, payments and disbursements (including fees and expenses of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read counsel) incurred by the Mortgagee in its entirety and understands or about or incidental to the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described exercise by it of any of the powers vested in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:it hereunder.
Appears in 1 contract
Samples: Indenture (Transocean Ltd.)
Events of Default Remedies. Each of the following events shall constitute an "“Event of Default": ” hereunder:
(1a) failure by Lessee to make if (i) any payment installment of interest or principal is not paid within ten five (105) days after its due date; the same is due, (2ii) failure by Lessee to perform the entire Indebtedness of each Note is not paid on or before the Maturity Date (or if the Maturity Date has been accelerated, upon such acceleration), or (iii) any other obligation payment or charge due under the Note, this AgreementMortgage or any other Loan Documents is not paid when due;
(b) if at any time any representation or warranty of Mortgagor made herein or in any guaranty, agreement, certificate, report, affidavit, owner’s affidavit, financial statement or other instrument furnished to Mortgagee shall be false or misleading in any respect;
(c) if any mortgagee under a mortgage on the Mortgaged Property, including, without limitation, the holder of the Second Mortgage or the Third Mortgage, whether superior or subordinate to this Mortgage (i) demands payment in full or otherwise accelerates any indebtedness of Mortgagor or (ii) otherwise commences the exercise of any remedy available to such party under any such mortgage or related loan, including, without limitation, the Second Mortgage or the Third Mortgage;
(d) if Mortgagor fails to cure promptly any violation of any law or ordinance affecting the Mortgaged Property (provided that the foregoing provisions of this clause (h) shall be subject to any right to contest such violation specifically granted to Mortgagor in Paragraph 5 of this Mortgage);
(e) if a default by Mortgagor under any of the other terms, covenants or conditions of the this Mortgage shall occur and such default shall not have been cured within thirty (30) days after notice from Mortgagee, provided that if such default is not susceptible of being cured within such thirty (30) day period and Mortgagor shall have commenced the continuance cure of such default within such thirty (30) day period and thereafter diligently pursues such cure to completion, then such thirty (30) day period shall be extended for ten a period of ninety (1090) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) from the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any occurrence of the Equipment; or default, provided, further, that the notice and grace period set forth in this subparagraph (5e) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of shall not apply to any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any other Event of Default will substantially impair expressly set forth in this Paragraph 12 or to any other Event of Default defined as such in any other Loan Document or to any other covenant or condition with respect to which a grace period is expressly provided elsewhere; or
(f) if an Event of Default shall occur under the lease value of the Equipment hereofLoan Agreement. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more the Indebtedness shall immediately become due at the option of Mortgagee. Upon the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver occurrence of any Event of Default, Mortgagor shall pay interest on the entire unpaid principal balance of the Note at the Default shall not constitute a waiver Rate, as defined in and provided for in the Note. Upon the occurrence of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossessionDefault, Lessee waives any bond posting requirement. Lease Terms and ConditionsMortgagee may, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditionsextent permitted under applicable law, which are hereby incorporated by reference elect to treat the fixtures included in their entiretythe Mortgaged Property either as real property or as personal property, as updated from time to time by Seller, in its sole discretionor both, and can be viewed proceed to exercise such rights as apply thereto. With respect to any sale of real property included in the Resources section Mortgaged Property made under the powers of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read sale herein granted and conferred, Mortgagee may, to the extent permitted by applicable law, include in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described such sale any fixtures included in the Sale Agreement in the section titled “Customer Information”) hereby agree Mortgaged Property and relating to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:such real property.
Appears in 1 contract
Events of Default Remedies. Each of the following events shall constitute an "“Event of Default": ” hereunder:
(1a) failure if (i) any installment of interest or principal is not paid within five (5) days after the same is due, (ii) the entire Indebtedness is not paid on or before the Maturity Date (or if the Maturity Date has been accelerated, upon such acceleration), or (iii) any other payment or charge due under the Note, this Mortgage or any other Loan Documents is not paid when due;
(b) if any Taxes payable directly to the billing authority by Lessee Mortgagor are not paid before interest becomes payable on the amount due or a penalty is assessed (provided that the foregoing provisions of this clause (b) shall be subject to make any payment the right to contest Taxes granted to Mortgagor in Paragraph 4(b) of this Mortgage, but only for so long as the conditions in Paragraph 4(b) of this Mortgage remain satisfied);
(c) if the Policies are not kept in full force and effect and are not delivered to Mortgagee when required hereunder, or if the Policies are not delivered to Mortgagee within ten (10) days after its due date; request by Mortgagee;
(2d) failure by Lessee if any of the provisions of Paragraphs 7, 9, 19 or 39 herein are violated or not complied with;
(e) if any of the events described in Paragraph 41 shall occur;
(f) if at any time any representation or warranty of Mortgagor or any Guarantor made herein or in any guaranty, agreement, certificate, report, affidavit, owner’s affidavit, financial statement or other instrument furnished to Mortgagee shall be false or misleading in any respect;
(g) if any mortgagee under a mortgage on the Mortgaged Property, whether superior or subordinate to this Mortgage (i) demands payment in full or otherwise accelerates any indebtedness of Mortgagor or (ii) otherwise commences the exercise of any remedy available to such party under any loan document;
(h) if Mortgagor fails to cure promptly any violation of any law or ordinance affecting the Mortgaged Property (provided that the foregoing provisions of this clause (h) shall be subject to any right to contest such violation specifically granted to Mortgagor in Paragraph 8 of this Mortgage);
(i) if any Guaranty (as hereinafter defined) is terminated or any event or condition occurs which, in the sole judgment of Mortgagee, may impair the ability of any Guarantor to perform its obligations under any Guaranty or any Guarantor attempts to withdraw, cancel or disclaim any Guaranty. If an Event of Default occurs under this subparagraph, then such Event of Default may be cured if within thirty (30) days of the death of such Guarantor or Indemnitor, Mortgagor provides Mortgagee with a substitute guarantor or indemnitor whose experience, creditworthiness, financial capacity and ability to perform the obligations of the Guarantor or Indemnitor (as applicable) under the Loan Documents are reasonably satisfactory to Mortgagee;
(j) if a default by Mortgagor under any of the other terms, covenants or conditions of the Note, this Mortgage or any other obligation under this AgreementLoan Document shall occur and such default shall not have been cured within thirty (30) days after notice from Mortgagee, provided that if such default is not susceptible of being cured within such thirty (30) day period and Mortgagor shall have commenced the continuance cure of such default within such thirty (30) day period and thereafter diligently pursues such cure to completion, then such thirty (30) day period shall be extended for ten a period of ninety (1090) days after written from the occurrence of the default, provided, further, that the notice thereof by Lessor and grace period set forth in this subparagraph (j) shall not apply to Lesseeany other Event of Default expressly set forth in this Paragraph 20 or to any other Event of Default defined as such in any other Loan Document or to any other covenant or condition with respect to which a grace period is expressly provided elsewhere; or
(3k) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of if any of the Equipment; provisions of Paragraphs 42(d) and/or Paragraph 42(f) are violated or not complied with, and/or if any representation or warranty in Paragraph 42(b) and/or 42(c) shall prove false or misleading in any respect and/or if any of the events described in Paragraph 42(e) shall occur;
(5l) Lessee's dissolutionif a default by Mortgagor under any of the terms, termination covenants or conditions of existence, discontinuance the Lockbox Agreement (as hereinafter defined) shall occur.Upon the occurrence of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair Default, the lease value Indebtedness shall immediately become due at the option of the Equipment hereofMortgagee. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more Mortgagor shall pay interest on the entire unpaid principal balance of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due Note, as defined in and payable; (2) terminate this Agreement as to any or all items of provided for in the Equipment; (3) take possession of Note. Upon the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver occurrence of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossessionDefault, Lessee waives any bond posting requirement. Lease Terms and ConditionsMortgagee may, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditionsextent permitted under applicable law, which are hereby incorporated by reference elect to treat the fixtures included in their entiretythe Mortgaged Property either as real property or as personal property, as updated from time to time by Seller, in its sole discretionor both, and can be viewed proceed to exercise such rights as apply thereto. With respect to any sale of real property included in the Resources section Mortgaged Property made under the powers of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read sale herein granted and conferred, Mortgagee may, to the extent permitted by applicable law, include in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described such sale any fixtures included in the Sale Agreement in the section titled “Customer Information”) hereby agree Mortgaged Property and relating to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:such real property.
Appears in 1 contract
Events of Default Remedies. Each In case anyone or more of the following events, herein termed “events of default”, shall constitute happen:
(a) the Shipowner fails to pay on the date due any payment of principal in respect of the Indebtedness hereby secured as provided herein or the Shipowner fails to pay within three (3) Business Days of the date due any payment of interest or any Commitment Commission or any other amount owing under the Subsidiaries Guaranty; or
(b) the statements in Article I shall prove to have been untrue when made in a material way; or
(c) a default in the due and punctual observance and performance of any of the provisions of Sections 2, 3, 7, 8, 9(b), 11, 12, 13(a), (b), (c), (e), (i) and (k), 16 or 17 of Article II hereof shall have occurred and be continuing; or
(d) a breach or omission in the due and punctual observance of any of the other covenants and conditions herein required to be kept and performed by the Shipowner and such breach or omission shall continue for 30 days after the day the Shipowner first knew or should have known of such breach or omission; or
(e) an "Event of Default"Default shall have occurred and be continuing under the Credit Agreement; or
(f) a payment default by the Borrower under any Interest Rate Protection Agreement or Other Hedging Agreement shall have occurred and be continuing; or
(g) any notice shall have been issued by the government or any bureau, department, officer, board or agency thereof of the country of registry of the Vessel to the effect that the Vessel is subject to cancellation from such registry or the certificate of registry of the Vessel is subject to revocation or cancellation for any reason whatsoever, and such notice shall not have been cancelled or annulled on or before seven (7) Business Days prior to the date set forth in such notice for such cancellation or revocation; or
(h) the Vessel shall be cancelled from the country of registry of the Vessel or the certificate of registry of the Vessel is revoked or cancelled for any reason whatsoever; then: the security constituted by the Mortgage and this Deed shall become immediately enforceable and that without limitation, the enforcement remedies specified can be exercised irrespective of whether or not the Mortgagee has exercised the right of acceleration under the Credit Agreement or any of the other Credit Documents and the Mortgagee, in accordance with the Credit Agreement, shall have the right to:
(1i) failure Declare all the then unpaid Indebtedness hereby secured to be due and payable immediately, and upon such declaration, the same shall become and be immediately due and payable provided, however, that no declaration shall be required if an event of default shall have occurred by Lessee reason of a default under Section 10.05 of the Credit Agreement, then and in such case, the Indebtedness hereby secured shall become immediately due and payable on the occurrence of such event of default without any notice or demand;
(ii) Exercise all of the rights and remedies in foreclosure and otherwise given to make any payment within ten (10) days after its due date; (2) failure a mortgagee by Lessee to perform the provisions of the laws of the country of registry of the Vessel or of any other obligation under this Agreementjurisdiction where the Vessel may be found;
(iii) Bring suit at law, in equity or in admiralty, as it may be advised, to recover judgment for the Indebtedness hereby secured, and collect the continuance same out of any and all property of the Shipowner whether covered by this Deed or otherwise;
(iv) Take and enter into possession of the Vessel, at any time, wherever the same may be, without legal process and without being responsible for loss or damage and the Shipowner or other person in possession forthwith upon demand of the Mortgagee shall surrender to the Mortgagee possession of the Vessel;
(v) Without being responsible for loss or damage, the Mortgagee may hold, lay up, lease, charter, operate or otherwise use such Vessel for such time and upon such terms as it may deem to be for its best advantage, and demand, collect and retain all hire, freights, earnings, issues, revenues, income, profits, return premiums, salvage awards or recoveries, recoveries in general average, and all other sums due or to become due in respect of such default Vessel or in respect of any insurance thereon from any person whomsoever, accounting only for the net profits, if any, arising from such use of the Vessel and charging upon all receipts from the use of the Vessel or from the sale thereof by court proceedings or pursuant to subsection (vi) next following, all costs, expenses, charges, damages or losses by reason of such use; and if at any time the Mortgagee shall avail itself of the right herein given them to take the Vessel, the Mortgagee shall have the right to dock the Vessel, for a reasonable time at any dock, pier or other premises of the Shipowner without charge, or to dock her at any other place at the cost and expense of the Shipowner;
(vi) Without being responsible for loss or damage, the Mortgagee may sell the Vessel upon such terms and conditions as to the Mortgagee shall seem best, free from any claim of or by the Shipowner, at public or private sale, by sealed bids or otherwise, by mailing, by air or otherwise, notice of such sale, whether public or private, addressed to the Shipowner at its last known address and to any other registered mortgagee, twenty (20) calendar days prior to the date fixed for entering into the contract of sale and by first publishing notice of any such public sale for ten (10) days after written consecutive days, in daily newspapers of general circulation published in Bermuda and the City of New York, State of New York; in the event that the Vessel shall be offered for sale by private sale, no newspaper publication of notice thereof shall be required, nor notice of adjournment of sale; sale may be held at such place and at such time as the Mortgagee by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencynotice may have specified, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In adjourned by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated Mortgagee from time to time by Seller, in its sole discretionannouncement at the time and place appointed for such sale or for such adjourned sale, and can without further notice or publication the Mortgagee may make any such sale at the time and place to which the same shall be viewed so adjourned; and any sale may be conducted without bringing the Vessel to the place designated for such sale and in such manner as the Resources section of Seller’s website Mortgagee may deem to be for its best advantage, and the Mortgagee may become the purchaser at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)any sale. The Buyer hereby affirms Shipowner agrees that he/she has read any sale made in its entirety accordance with the terms of this paragraph shall be deemed made in a commercially reasonable manner insofar as it is concerned;
(vii) Require that all policies, contracts, certificates of entry and understands other records relating to the Supplemental Lease Terms and Conditions. The parties heretoinsurance with respect to the Vessel, Mobile Modular Management Corporationincluding, a California corporationbut not limited to, as seller those described in Article II, Section 13 hereof (the “SellerInsurances”) (including details of and buyer correspondence concerning outstanding claims) be forthwith delivered to or to the order of the Mortgagee;
(“Buyer”viii) Collect, as described recover, compromise and give a good discharge for any and all monies and claims for monies then outstanding or thereafter arising under the Insurances or in respect of the Sale Agreement in earnings or any requisition compensation and to permit any brokers through whom collection or recovery is effected to charge the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:usual brokerage therefor.
Appears in 1 contract
Events of Default Remedies. Each The occurrence and continuance of an Event of Default under the following Credit Agreement shall constitute an "Event “event of Default": default” hereunder. In case any one or more events of default shall happen, then the security constituted by this Mortgage shall become immediately enforceable and that without limitation, the enforcement remedies specified can be exercised irrespective of whether or not the Mortgagee has exercised the right of acceleration under the Credit Agreement or any of the other Credit Documents and the Mortgagee shall have the right to:
(1i) failure Declare all the then unpaid Indebtedness hereby secured to be due and payable immediately, and upon such declaration, the same shall become and be immediately due and payable provided, however, that no declaration shall be required if an event of default shall have occurred by Lessee reason of a default under Section 7.3 of the Credit Agreement, then and in such case, the Indebtedness hereby secured shall become immediately due and payable on the occurrence of such event of default without any notice or demand;
(ii) Exercise all of the rights and remedies in foreclosure and otherwise given to make any payment within ten (10) days after its due date; (2) failure a mortgagee by Lessee to perform the provisions of the laws of the country of registry of the Rig or of any other obligation under this Agreementjurisdiction where the Rig may be found;
(iii) Bring suit at law, in equity or in admiralty, as it may be advised, to recover judgment for the Indebtedness hereby secured, and collect the continuance same out of any and all property of the Shipowner whether covered by this Mortgage or otherwise;
(iv) Take and enter into possession of the Rig, at any time, wherever the same may be, without legal process and the Shipowner or other person in possession forthwith upon demand of the Mortgagee shall surrender to the Mortgagee possession of the Rig;
(v) The Mortgagee may hold, lay up, lease, charter, operate or otherwise use such Rig for such time and upon such terms as it may deem to be for its best advantage, and demand, collect and retain all hire, freights, earnings, issues, revenues, income, profits, return premiums, salvage awards or recoveries, recoveries in general average, and all other sums due or to become due in respect of such default Rig or in respect of any insurance thereon from any person whomsoever, accounting only for the net profits, if any, arising from such use of the Rig and charging upon all receipts from the use of the Rig or from the sale thereof by court proceedings or pursuant to subsection (vi) next following, all costs, expenses, charges, damages or losses by reason of such use; and if at any time the Mortgagee shall avail itself of the right herein given them to take the Rig, the Mortgagee shall have the right to dock the Rig, for a reasonable time at any dock, pier or other premises of the Shipowner without charge, or to dock her at any other place at the cost and expense of the Shipowner;
(vi) The Mortgagee may sell the Rig upon such terms and conditions as to the Mortgagee shall seem best, free from any claim of or by the Shipowner, at public or private sale, by sealed bids or otherwise, by mailing, by air or otherwise, notice of such sale, whether public or private, addressed to the Shipowner at its last known address and to any other registered mortgagee, twenty (20) calendar days prior to the date fixed for such sale and by first publishing notice of any such public sale for ten (10) days after written consecutive days, in daily newspapers of general circulation published in the City of New York, State of New York; in the event that the Rig shall be offered for sale by private sale, no newspaper publication of notice thereof shall be required, nor notice of adjournment of sale; sale may be held at such place and at such time as the Mortgagee by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencynotice may have specified, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In adjourned by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated Mortgagee from time to time by Seller, in its sole discretionannouncement at the time and place appointed for such sale or for such adjourned sale, and can without further notice or publication the Mortgagee may make any such sale at the time and place to which the same shall be viewed so adjourned; and any sale may be conducted without bringing the Rig to the place designated for such sale and in such manner as the Resources section of Seller’s website Mortgagee may deem to be for its best advantage, and the Mortgagee may become the purchaser at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)any sale. The Buyer hereby affirms Shipowner agrees that he/she has read the terms of this paragraph shall be deemed a commercially reasonable manner of sale insofar as it is concerned;
(vii) Require that all policies, contracts, certificates of entry and other records relating to the insurance with respect to the Rig, including, but not limited to, those described in its entirety and understands Article II, Section 13 hereof (the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“SellerInsurances”) (including details of and buyer correspondence concerning outstanding claims) be forthwith delivered to or to the order of the Mortgagee;
(“Buyer”viii) Collect, as described recover, compromise and give a good discharge for any and all monies and claims for monies then outstanding or thereafter arising under the Insurances or in respect of the Sale Agreement in earnings or any requisition compensation and to permit any brokers through whom collection or recovery is effected to charge the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:usual brokerage therefor.
Appears in 1 contract
Samples: Credit Agreement (Transocean Ltd.)
Events of Default Remedies. Each a) The following events shall be deemed to be events of the following default by Tenant under this Lease:
(i) Tenant shall constitute an "Event fail to pay any Rent or any other sums of Default": (1) money due hereunder and such failure by Lessee to make any payment within shall continue for a period of ten (10) days after its the date such Rent or other sums is due date(with no notice being required of Landlord); hereinafter referred to as a "Monetary Default:;
(2ii) failure by Lessee Tenant shall fail to perform comply with any other obligation under Non-Monetary provision of this AgreementLease or any other agreement between Landlord and Tenant, and the continuance if applicable, after Landlord has provided thirty (30) days prior written notice of such Non-Monetary Default and Tenant has failed to cure such Non-Monetary Default within said thirty (30) days provided; however, if such default cannot be cured within thirty (30) days and if Tenant is diligently attempting to cure such Default, Landlord shall grant such additional reasonable time as may be necessary to cure such Non-Monetary Default, but in no event shall Landlord grant more than ninety (90) days to cure a Non-Monetary default;
(iii) The leasehold hereunder demised shall be taken on execution or other process of law in any action against Tenant;
(iv) Tenant shall fail to promptly move into, take possession of and operate its business on the Premises when the Premises are ready for occupancy or shall cease to do business in or vacate or abandon any substantial portion of the Premises for more than ten (10) days after written notice thereof consecutive days;
(v) Tenant shall become insolvent or unable to pay its debts as they become due, Tenant files a petition in bankruptcy or for reorganization under the bankruptcy laws or an admission, answer or other responsive pleading consenting to, or requesting the relief afforded by Lessor the bankruptcy laws;
(vi) Tenant makes an assignment for the benefit of creditors, within the meaning of the bankruptcy laws or Tenant consents to Lesseethe appointment of a receiver or custodian for all or a substantial part of its property; or SpanishRiver.Manchester.September 22, 1997.ajm Initials: ----- ----- Page 00 (3Xxxxxx) any material misrepresentation (Xxxxxxxx)
(xxx) Xxx filing against Tenant of a petition in bankruptcy or false statement for reorganization under the bankruptcy laws, the adjudication of fact by Lessee; (4) Tenant as a bankrupt, the lossentry of a court order appointing a receiver, theft, damage, destruction custodian or trustee for all or a substantial part of its property without its consent or the attempted sale assuming of custody or encumbrance sequestration by Xxxxxx a court of any competent jurisdiction of the Equipment; all or substantially all of Tenant's property, and within thirty (530) Lessee's dissolution, termination of existence, discontinuance of business, insolvencydays thereafter such filing is not dismissed, or such court order is not vacated or such assumption or sequestration is not released, or if the commencement Tenant does not bond off the risk to Landlord to Landlord's reasonable satisfaction, which shall not be unreasonably denied; or
(viii) The adjudication of Tenant as a bankruptor; or
(ix) Tenant shall attempt to assign, transfer, sublet all or any bankruptcy proceedings by part of its interests in the Premises or against, Xxxxxx. Xxxxxx acknowledges that any Event in this Lease without Landlord's prior written consent subject to the provisions of Default will substantially impair the lease value of the Equipment hereof. Section 19 above.
b) Upon the occurrence of any Event event or events of Defaultdefault or other breach of this Lease by Tenant, Lessor maywhether enumerated in this Paragraph or not, without notice, exercise Landlord shall have the option to pursue any one or more of the following remedies: :
(1i) Landlord shall have the right, at its election, to cancel and terminate this Lease and dispossess Tenant by summary proceedings or other lawful means;
(ii) Landlord shall have the right to declare all unpaid payments amounts and rents due under this Agreement Lease for the remainder of the existing term (and any applicable extension or renewal thereof) to be immediately due and payable; (2) terminate this Agreement as , and thereupon all rents and other charges due hereunder to any or all items the end of the Equipmentinitial term and any renewal term, if applicable, shall be accelerated; however, Landlord shall credit Tenant for any re-renting income for the Premises, after deducting Landlord's costs necessary to obtain such alternate source of rent.
(3iii) take possession Landlord may elect to enter and repossess the Premises and relet the Premises for Tenant's account, holding Tenant liable in damages for all expenses incurred in any such reletting and for any difference between the amount of rent received from such reletting and the Equipment wherever foundrent due and payable under the term of this Lease; and
(iv) Landlord may enter upon the Premises and do whatever Tenant is obligated to do under this Lease (and Tenant agrees to reimburse Land- lord on demand for any expenses which Landlord may incur in effecting compliance with Tenant's obligations under this Lease and Tenant further agrees that Landlord shall not be liable for any damages resulting to the Tenant from such action). All such remedies of Land- lord shall be cumulative and not exclusive, and for this purpose enter upon in addition, Landlord may pursue any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup other remedies that may be permitted by Lessor; (5) proceed by appropriate action either in law or in equity equity. Forbearance by Landlord to enforce performance by Lessee one or more of the terms remedies herein provided upon an event of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default default shall not be deemed or construed to constitute a waiver of such default or remedy.
c) This Paragraph 28 shall be enforceable to the maximum extent permissible by applicable law, and the unenforceability of any portion hereof shall not thereby render unenforceable any other Event portion.
d) Landlord shall not be in default hereunder unless Landlord has not begun to cure any failure of Default its obligations hereunder within thirty (30) days after the receipt by Landlord of written notice from Tenant of the alleged failure to perform and does not continue SpanishRiver.Manchester.September 22, 1997.ajm Initials: ----- ----- Page 15 (Tenant) (Landlord) to pursue the cure thereof. Except as otherwise specifically provided in this Lease, in no event shall Tenant have the right to terminate or rescind this Lease or to offset the Rent amount due Landlord as a result of Landlord's default as to any covenant or agreement contained in this Lease or as a result of the breach of any term promise or condition inducement hereof, whether in this Lease or elsewhere. Tenant hereby waives such remedies of this Agreementtermination and rescission and hereby agrees that Tenant's remedies for default hereunder and for breach of any promise or inducement by Landlord shall be limited to a suit for damages and/or injunction. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossessionTenant hereby covenants that, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject prior to the Supplemental Sale Terms exercise of any such remedies, it will give the mortgagees on the Property written notice and Conditionsa reasonable period of time in which to cure any alleged default. Notwithstanding anything to the contrary contained herein, which are hereby incorporated nothing shall prevent Tenant from maintaining or asserting any of the foregoing remedies (or any other remedy) in a proceeding instituted by reference in their entirety, as updated either party to enforce that party's rights under this Lease. Tenant is only prevented from time to time by Seller, in unilaterally withholding rent without filing its sole discretion, and can be viewed in the Resources section own cause of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)action versus Landlord.
e) TENANT HEREBY WAIVES ANY RIGHT IT OR ITS SUCCESSORS OR ASSIGNS MAY HAVE TO A JURY TRIAL IN ANY LITIGATION BETWEEN LANDLORD AND TENANT ARISING OUT OF OR RELATING TO THIS LEASE. The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:TENANT ACKNOWLEDGES THAT THIS PROVISION WAS A MATERIAL INDUCEMENT TO LANDLORD ENTERING INTO THIS LEASE.
Appears in 1 contract
Samples: Office Lease Agreement (Manchester Equipment Co Inc)
Events of Default Remedies. Each If any of the following events shall constitute occur and be continuing:
(i) The Company or any Subsidiary shall fail to pay when due any amount payable to Obligee hereunder or under any other Transaction Document; or
(b) Any representation or warranty made or deemed made by the Company or any of its Subsidiaries herein or in any other Transaction Document or which is contained in any certificate, document or financial or other statement furnished at any time under or in connection with this Agreement shall prove to have been incorrect in any material respect on or as of the date made or deemed made; or
(c) The Company shall default in the observance or performance of any agreement contained in Section 7; or
(d) The Company or any Subsidiary shall default in the observance or performance of any other agreement contained in this Agreement (other than as provided in paragraphs (a) through (c) of this Section) or in any other Transaction Document, and such default shall continue unremedied for a period of thirty (30) days; or
(e) The Company shall fail to pay any obligations under the Foothill Loan Documents or any principal of or interest on any Unsecured Cash Flow Notes (whether at scheduled maturity or by required prepayment, acceleration, demand or otherwise) and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such obligation under the Foothill Loan Documents or any Unsecured Cash Flow Notes; or
(f) Any Foothill Debt or any Unsecured Cash Flow Notes shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; or
(g) Any Subsidiary of the Company shall fail to pay any principal of, or interest on, any Indebtedness or any Guarantee Obligation (other than any Guarantee Obligation created pursuant to any Transaction Document) in excess of $1,000,000, when due and payable (whether at scheduled maturity or by required prepayment, acceleration, demand or otherwise) and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument under which such Indebtedness or Guarantee Obligation was created and, if such agreement or instrument permits the acceleration of the maturity of such Indebtedness or Guarantee Obligation as a result of such failure, such Indebtedness or Guarantee Obligation shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; or any such Indebtedness or Guarantee Obligation shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity; or
(h) The Company shall (i) default in any payment of principal of or interest on any Indebtedness (other than the Secured Instrument, the Foothill Debt, or any Unsecured Cash Flow Notes) or in the payment of any Guarantee Obligation in excess of $1,000,000, beyond the period of grace, if any, provided in the instrument or agreement under which such Indebtedness or Guarantee Obligation was created; or (ii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Guarantee Obligation or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Guarantee Obligation (or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or such Guarantee Obligation to become payable; or
(i) The Company or any of its Subsidiaries shall commence any case, proceeding or other action (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian or other similar official for it or for all or any substantial part of its assets, or the Company or any of its Subsidiaries shall make a general assignment for the benefit of its creditors, or (ii) there shall be commenced against the Company or any of its Subsidiaries any case, proceeding or other action of a nature referred to in clause (i) above which (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed, undischarged or unbonded for a period of 60 days, or (iii) there shall be commenced against the Company or any of its Subsidiaries any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within 60 days from the entry thereof, or (iv) the Company or any of its Subsidiaries shall take any action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the acts set forth in clauses (i), (ii), or (iii) above, or (v) the Company or any of its Subsidiaries shall generally not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due, provided that the Company or any of its Subsidiaries may admit in writing that it is "insolvent" as such term is defined in, and for purposes of, Section 108(a)(1)(8) of the Code, or (vi) the Company or any of its Subsidiaries shall cause to be reinstated the Reorganization Proceedings; or
(j) The Confirmation Order shall be reversed, withdrawn, modified (in any manner adverse to the Company or any of its Subsidiaries), or any rehearing shall be ordered with respect thereto by the Bankruptcy Court or by any court having jurisdiction over the Company; or
(i) There occurs one or more events or conditions described in Section 4.12 which individually or in the aggregate result in liability of the Company or any Commonly Controlled Entity in excess of $4,600,000; or the present value of all accrued benefits under each Single Employer Plan (based on the reasonable assumptions used by the independent actuary for such Plan for purposes of establishing the minimum funding requirements under Section 412 of the Code), as of the last annual valuation date, exceed the value of the assets of such plan allocable to such accrued benefits, individually or in the aggregate for all Single Employer Plans with respect to which the value of the assets exceed the present value of the accrued benefits, by more than $4,600,000; or
(l) One or more judgments or decrees shall be entered against the Company or any of its Subsidiaries involving in the aggregate a liability (not paid or fully covered by insurance) of $500,000 or more in the case of the Company or any of its Subsidiaries and all such judgments or decrees shall not have been vacated, discharged, stayed or bonded pending appeal within 60 days from the entry thereof; or
(i) Any Subsidiary Guaranty or any Security Document shall cease, for any reason, to be in full force and effect or the Company or any of its Subsidiaries, as the case may be, party thereto shall so assert in writing, or (ii) any Security Document shall cease to be effective to grant a perfected Lien on the collateral described therein with the priority purported to be created thereby (other than as a result of any action or inaction on the part of the Obligee or their agents or bailees or other than with respect to Col- lateral having an aggregate value of $100,000 or less); or
(n) Other than the Obligee or any Affiliate of the Obligee and any Person acting in concert with the Obligee or any Affiliate of the Obligee, any Person that is not a transferee of the Obligee or of any Affiliate of the Obligee or two or more such Persons acting in concert shall have acquired beneficial ownership (within the meaning of Rule 13d-3 of the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended) of 30% or more of the outstanding Capital Stock of the Company, or fewer than three members of the Board of Directors of the Company shall be a designee of the Obligee, other than as a result of the Obligee's failure to nominate a successor to a designee who has resigned or been removed for cause; or
(o) Any event or change shall occur that has caused or evidences, either in any case or in the aggregate, a Material Adverse Effect; or
(p) The Total Unsecured Claims shall exceed $1.5 Billion; or
(q) The Company or Special Subsidiary shall default in the observance or performance of any agreement contained in Section 3.7; then, and in any such event: (A) if such event is an Event of Default": Default specified in clause (1i), (ii), (iv), (v) failure by Lessee to make any payment within ten or (10vi) days after its due date; (2of Section 8.1(i) failure by Lessee to perform any above, automatically the entire amount of the Secured Instrument and all other obligation amounts owing under this AgreementAgreement and the Secured Instrument shall immediately become due and payable in full, which amount shall accrue interest or dividends, as applicable, at the Default Rate as well before as after judgment, and the continuance Obligee and Collateral Agent shall have all rights and remedies given to the Obligee and Collateral Agent pursuant to the Security Documents and all rights of a secured party, mortgagee and pledgee under applicable law, all of which rights and remedies shall be cumulative and non-exclusive, to the extent permitted by law; and (B) if such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) event is any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any other Event of Default, Lessor the Obligee may, without noticeby notice of default to the Company, exercise one or more declare the entire amount of the following remedies: (1) declare Secured Instrument and all unpaid payments other amounts owing under this Agreement and the Secured Instrument to be immediately due and payable; (2) terminate this Agreement payable in full, which amount shall accrue interest or dividends, as to any or all items of applicable, at the Equipment; (3) take possession of the Equipment wherever foundDefault Rate as well before as after judgment, and for this purpose enter upon any premises of Lessee the Obligee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees Collateral Agent shall have all rights and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject remedies given to the Supplemental Sale Terms Obligee and ConditionsCollateral Agent pursuant to the Security Documents and all rights of a secured party, mortgagee and pledgee under applicable law, all of which are hereby incorporated rights and remedies shall be cumulative and non-exclusive, to the extent permitted by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:law.
Appears in 1 contract
Events of Default Remedies. Each of the following shall constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any of the following (each, an “Event of Default”):
a. the Borrower shall fail to make the payment of any amount of any principal outstanding after the date such payment shall become due and payable hereunder which failure shall continue for more than five (5) business days notice thereof from the Lenders to the Borrower; or
b. the Borrower shall fail to make any payment of interest after the date such interest shall become due and payable hereunder which failure shall continue for more than five (5) business days notice thereof from the Lenders to the Borrower; or
c. any representation, Lessor maywarranty, without notice, exercise one covenant or more of certification made by the following remedies: (1) declare all unpaid payments Borrower in any Loan Document or any certificate delivered by the Borrower to the Lenders under this Agreement shall prove to have been false or incorrect in a material respect or breached in a material respect on the date as of which made, and such misstatement or breach is not cured within five (5) business days after receipt of written notice thereof from the Lenders to the Borrower; or
d. the holder of any indebtedness (“Indebtedness”) of the Borrower shall accelerate any payment of any amount or amounts of principal or interest on such Indebtedness (other than the Indebtedness hereunder) prior to its stated maturity or payment date the aggregate principal amount of which Indebtedness is in excess of $1,000,000, whether such Indebtedness now exists or shall hereinafter be created, and such accelerated payment entitles the holder thereof to immediate payment of such Indebtedness which is due and owing and such Indebtedness has not been discharged in full or such acceleration has not been stayed, rescinded or annulled within twelve (12) business days of such acceleration; or
e. a judgment or order for the payment of money shall be rendered against the Borrower in excess of $1,000,000 in the aggregate (net of any applicable insurance coverage) for all such judgments or orders against all such persons (treating any deductibles, self insurance or retention as not so covered) that shall not be discharged, and all such judgments and orders remain outstanding, and there shall be any period of sixty (60) consecutive days following entry of the judgment or order in excess of $1,000,000 or the judgment or order which causes the aggregate amount described above to exceed $1,000,000 during which a stay of enforcement of such judgment or order, by reason of a pending appeal or otherwise, shall not be in effect; or
f. the Borrower shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee or liquidator of itself or of all or a substantial part of its property or assets, (ii) admit in writing its inability to pay its debts as such debts become due, (iii) make a general assignment for the benefit of its creditors, (iv) commence a voluntary case under the Bankruptcy Code or under the comparable laws of any jurisdiction (foreign or domestic), (v) file a petition seeking to take advantage of any bankruptcy, insolvency, moratorium, reorganization or other similar law affecting the enforcement of creditors’ rights generally, (vi) acquiesce in writing to any petition filed against it in an involuntary case under the Bankruptcy Code or under the comparable laws of any jurisdiction (foreign or domestic), or (vii) take any action under the laws of any jurisdiction (foreign or domestic) analogous to any of the foregoing; or
g. a proceeding or case shall be commenced in respect of the Borrower without its application or consent, in any court of competent jurisdiction, seeking (i) the liquidation, reorganization, moratorium, dissolution, winding up, or composition or readjustment of its debts, (ii) the appointment of a trustee, receiver, custodian, liquidator or the like of it or of all or any substantial part of its assets or (iii) similar relief in respect of it under any law providing for the relief of debtors, and such proceeding or case described in clause (i), (ii) or (iii) shall continue undismissed, or unstayed and in effect, for a period of sixty (60) consecutive days or any order for relief shall be entered in an involuntary case under the Bankruptcy Code or under the comparable laws of any jurisdiction (foreign or domestic) against the Borrower or action under the laws of any jurisdiction (foreign or domestic) analogous to any of the foregoing shall be taken with respect to the Borrower and shall continue undismissed, or unstayed and in effect for a period of sixty (60) consecutive days; THEN, the Lenders may, at their election and without demand or notice of any kind, which are hereby waived, declare the unpaid balance of the Notes, and accrued interest thereon, immediately due and payable; (2) terminate this Agreement as , proceed to any or all items of collect the Equipment; (3) take possession of the Equipment wherever foundsame, and for this purpose enter upon exercise any premises of Lessee and remove all other rights, powers and remedies given it by the Equipment, without any liability to Lessee; (4) direct Lessee Loan Documents or otherwise at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:equity.
Appears in 1 contract
Events of Default Remedies. Each If any of the following events shall constitute an "Event occur and be continuing:
(a) the Borrower shall fail to pay any principal of Default": any Loan or Reimbursement Obligation when due in accordance with the terms hereof; or the Borrower shall fail to pay any interest on any Loan, Reimbursement Obligation, any fees hereunder or any other amount payable hereunder or under any other Loan Document within five Business Days after any such interest, fees or other amounts becomes due in accordance with the terms hereof; or
(1b) failure any representation or warranty made or deemed made by Lessee any Loan Party herein or in any other Loan Document or that is contained in any certificate, document or financial or other statement furnished by it at any time under or in connection with this Agreement or any such other Loan Document when made which shall be false or misleading in any material respect when made; or
(c) any Loan Party shall default in the observance or performance of any covenant contained in Sections 6.3 (as it relates to make the existence of Parent or the Borrower), 6.5, 6.6 or 6.9, or Section 7; or
(d) any payment within ten Loan Party shall default in the observance or performance of any other covenant contained in this Agreement or any other Loan Document (10other than as provided in paragraphs (a) through (c) of this Section 8), and such default shall continue unremedied for a period of 30 days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance earlier of the date such Loan Party obtains knowledge of such default for ten (10) days after or the date on which written notice thereof is given to the Borrower by Lessor to Lesseethe Administrative Agent; or
(3e) any material misrepresentation Loan Party shall (i) default in making any payment of any principal of or false statement interest on any Indebtedness (including any Contingent Obligation, but excluding the Loans and Non-Recourse Indebtedness) beyond the period of fact by Lesseegrace, if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any such Indebtedness or Contingent Obligations or contained in any instrument or agreement evidencing, securing or relating thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or beneficiary of such Indebtedness (or a trustee or agent on behalf of such holder or beneficiary) to cause, with the giving of notice if required, such Indebtedness to become due prior to its stated maturity or (in the case of any such Indebtedness constituting a Contingent Obligation) to become payable; provided, that a default, event or condition described in clause (4i), (ii) or (iii) of this paragraph (e) shall not at any time constitute an Event of Default unless, at such time, one or more defaults, events or conditions of the losstype described in clauses (i), theft(ii) and (iii) of this paragraph (e) shall have occurred and be continuing with respect to Indebtedness or Contingent Obligations the aggregate outstanding principal amount of which is $10,000,000 or more; or
(i) Borrower or any other Loan Party shall commence any case, damageproceeding or other action (A) under any existing or future law of any jurisdiction, destruction domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (B) seeking appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets; or (ii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action of a nature referred to in clause (i) above that (A) results in the attempted sale entry of an order for relief or encumbrance by Xxxxxx any such adjudication or appointment or (B) remains undismissed or undischarged for a period of 60 days; or (iii) there shall be commenced against Borrower or any other Loan Party any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets that results in the entry of an order for any such relief that shall not have been vacated, discharged, or stayed or bonded pending appeal for a period of 30 consecutive days following the entry thereof; or (iv) Borrower or any other Loan Party shall take any formal action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the Equipmentacts set forth in clause (i), (ii), or (iii) above; or (5v) Lessee's dissolution, termination of existence, discontinuance of business, insolvencyBorrower or any other Loan Party shall generally not, or shall be unable to, or shall admit in writing its inability to, pay its debts as they become due; or (vi) or Borrower or any other Loan Party shall make a general assignment for the commencement benefit of its creditors; or
(g) (i) an ERISA Event shall have occurred, (ii) a trustee shall be appointed by a United States district court to administer any Pension Plan, (iii) the PBGC shall institute proceedings to terminate any Pension Plan(s), (iv) any Loan Party or any of their respective ERISA Affiliates shall have been notified by the sponsor of a Multiemployer Plan that it has incurred or will be assessed Withdrawal Liability to such Multiemployer Plan and such entity does not have reasonable grounds for contesting such Withdrawal Liability or is not contesting such Withdrawal Liability in a timely and appropriate manner or (v) any other event or condition shall occur or exist with respect to a Plan; and in each case in clauses (i) through (v) above, such event or condition, together with all other such events or conditions, if any, which could reasonably be expected to result in a Material Adverse Effect; or
(h) one or more final non-appealable judgments or decrees shall be entered against any Loan Party involving in the aggregate a liability of more than $10,000,000, and all such judgments or decrees shall not have been paid, vacated, discharged, stayed or bonded pending appeal for a period of 30 consecutive days after the entry thereof; or
(i) any Loan Party shall be found responsible for (A) the release by any Loan Party, any of its Subsidiaries or any other Person of any bankruptcy proceedings by Hazardous Substance into the environment, or against(B) any violation of any Environmental Law or any Federal, Xxxxxx. Xxxxxx acknowledges state or local health or safety law or regulation, which, in either case of clause (A) or (B), could reasonably be expected to have a Material Adverse Effect; or
(j) any guarantee under the Guarantee Agreement shall cease, for any reason, to be in full force and effect (other than in accordance with its terms), or any Loan Party shall deny in writing that it has any further liability under the Guarantee Agreement (excluding release of any Loan Party in accordance with the Loan Documents); or
(k) there shall occur any Change of Control; then, and in any such event, (A) if such event is an Event of Default will substantially impair specified in clause (i) or (ii) of paragraph (f) above with respect to Parent or the lease value Borrower, automatically the Commitments shall immediately terminate and the Loans (with accrued interest thereon) and all other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the Equipment hereof. Upon then outstanding Letters of Credit shall have presented the occurrence of documents required thereunder) shall immediately become due and payable, and (B) if such event is any other Event of Default, Lessor may, without notice, exercise one either or more both of the following remediesactions may be taken: (1i) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower declare the Commitments to be terminated forthwith, whereupon the Commitments shall immediately terminate; and (ii) with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, by notice to the Borrower, declare the Loans (with accrued interest thereon) and all unpaid payments other amounts owing under this Agreement and the other Loan Documents (including all amounts of L/C Obligations, whether or not the beneficiaries of the then outstanding Letters of Credit shall have presented the documents required thereunder) to be due and payable forthwith, whereupon the same shall immediately become due and payable; (2) terminate . With respect to all Letters of Credit with respect to which presentment for honor shall not have occurred at the time of an acceleration pursuant to this Agreement as paragraph, the Borrower shall at such time deposit in a cash collateral account opened by the Administrative Agent an amount equal to any the aggregate then undrawn and unexpired amount of such Letters of Credit. Amounts held in such cash collateral account shall be applied by the Administrative Agent to the payment of drafts drawn under such Letters of Credit, and the unused portion thereof after all such Letters of Credit shall have expired or all items been fully drawn upon, if any, shall be applied to repay other obligations of the Equipment; (3) take possession Borrower hereunder and under the other Loan Documents. After all such Letters of Credit shall have expired or been fully drawn upon, all Reimbursement Obligations shall have been satisfied and all other obligations of the Equipment wherever foundBorrower hereunder and under the other Loan Documents shall have been paid in full, and for this purpose enter upon any premises of Lessee and remove the Equipmentbalance, without any liability if any, in such cash collateral account shall be returned to Lessee; the Borrower (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any such other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified Person as may be lawfully entitled thereto). Except as expressly provided above in this Agreement ("Security Deposit") to payment of Lessor's costsSection, expenses presentment, demand, protest and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost all other notices of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which kind are hereby incorporated expressly waived by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:Borrower.
Appears in 1 contract
Events of Default Remedies. Each Upon the occurrence and continuance of any of the following shall constitute events of default (each an "Event of Default": ): (1) failure by Lessee to make default in the payment of any payment within ten (10) days after its due dateof the Liabilities consisting of reimbursement obligations in respect of letters of credit issued under the Letter of Credit Facility; (2) failure by Lessee to perform default in the payment of any Liabilities (other obligation than those specified in clause (1)) under this Agreementany of the Transaction Documents, including, without limitation, default in the payment of fees and the continuance of such default interest, which shall continue for ten more than two (102) days after written notice thereof by Lessor to Lesseebusiness days; (3) default in the performance of any material misrepresentation of the agreements or false statement covenants of fact by Lesseethe Pledgor under the Letter of Credit Facility or the Transaction Documents (other than those specified in clauses (1) and (2)); provided that, any applicable grace or cure periods which are expressly herein provided shall have elapsed; (4) the lossControl Agreement is terminated by any party thereto and the Pledgor and another securities intermediary satisfactory to the Bank have not, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any as of the Equipmentdate that is three (3) business days prior to the effective date of such termination, entered into a control agreement in form and substance reasonably satisfactory to the Bank, such that the Bank's first priority lien and security interest in the Pledged Collateral is preserved unimpaired; or (5) Lesseethe Bank's dissolutionsecurity interest in the Pledged Collateral shall cease to be a first priority perfected security interest, termination otherwise than in accordance with the terms hereof or with the express prior written agreement, consent or approval of existencethe Bank; or any action at law, discontinuance suit or in equity or other legal proceeding to cancel, revoke or rescind the Letter of business, insolvencyCredit Facility or any Transaction Document shall be commenced by or on behalf of the Pledgor or any of its shareholders, or any court or any other governmental or regulatory authority or agency of competent jurisdiction shall make a determination that, or issue a judgment, order, decree or ruling to the commencement effect that, the Letter of Credit Facility or any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any Transaction Documents is illegal, invalid or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either unenforceable in law or in equity to enforce performance by Lessee of accordance with the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipmentthereof; (6) apply the security deposit specified Pledgor shall be enjoined, restrained or in this Agreement any way prevented by the order of any court or any administrative or regulatory agency from conducting any material part of its business and such order shall continue in effect for more than thirty ("Security Deposit"30) to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessordays; and/or (7) recover the replacement cost Pledgor generally discontinues its business operations or sells or otherwise disposes of all or substantially all of its assets; (8) the Pledgor admits in writing that it is generally unable to pay debts as they mature or become due; (9) the Pledgor makes a general assignment for the benefit of creditors; (10) the commencement of a proceeding by or against the Pledgor under the federal bankruptcy code or the equivalent under Bermuda law, or any other federal, state or Bermuda laws seeking to adjudicate the Pledgor a bankrupt or insolvent, or seeking the liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of the Pledgor or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, liquidator, assignee, custodian, trustee, sequestrator, debtor in possession, examiner or other similar official for the Pledgor, the Pledged Collateral or any substantial part of the Pledgor's property, with or without consent, for any purpose whatsoever and, in the case of any Equipment which Lessor such proceeding instituted against the Pledgor (but not instituted by it), either such proceeding shall remain unstayed and undismissed for a period of (i) sixty (60) days, if such proceeding is unable to repossess. Lessorcommenced with a Bermuda court, or (ii) forty-five (45) days, if such proceeding is commenced in any other court; or any of the following actions sought in such proceeding shall occur: the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, the Pledgor, the Pledged Collateral or for any substantial part of its property; (11) any of the Pledged Collateral or a substantial part of the Pledgor's waiver property is taken by attachment, execution or any other form of legal process; (12) the assertion of any levy, seizure or attachment on the Pledged Collateral, or the taking of any action by a regulatory authority to obtain control of the Pledgor, a substantial part of its assets, or any part of the Pledged Collateral; or (13) the non-bankruptcy related dissolution, liquidation, winding-up or termination of the legal existence of the Pledgor by passage of a resolution by the shareholders of the Pledgor; then the Bank, with or without prior notice to the Pledgor, and without demand for additional collateral, may (a) transfer, or cause the Custodian to transfer any or all of the Pledged Collateral and/or the Securities Account, the Deposit Account and/or the Cash Collateral Account into the name of the Bank or its nominee (including, without limitation, having the Pledged Collateral debited from the Securities Account, the Deposit Account and/or the Cash Collateral Account and credited to an account designated by the Bank) and vote any Pledged Collateral constituting securities or closely held capital stock; (b) sell at public or private sale any or all of the Pledged Collateral, which the Bank may purchase free from any right of redemption; (c) apply to, or set off against, the Liabilities of the Pledgor all or any portion of the Pledged Collateral, securities or other property of the Pledgor in the possession of the Bank and, to the extent that the amount of such Liabilities in default exceeds the balance of cash held in the Cash Collateral Account, the Bank may redeem any Time Deposits issued by the Bank for application to such Liabilities, with any withdrawal penalties on any Time Deposits being considered a collection expense to be added to such Liabilities; or (d) at its discretion in its own name or in the name of the Pledgor take any action for the collection of the Pledged Collateral, including the filing of a proof of claim in insolvency proceedings, and may receive the proceeds thereof and execute releases therefor. After deducting its expenses, including reasonable out-of-pocket attorney's fees, incurred in the sale or collection of the Pledged Collateral, the Bank shall apply the proceeds to the Liabilities and shall account to the Pledgor for any surplus. The Pledgor agrees that the Bank has no obligation to sell or otherwise liquidate the Pledged Collateral in any particular order or to apply the proceeds thereof to any particular portion of the Liabilities. The Pledgor further agrees that after the occurrence and during the continuance of an Event of Default Default, the Bank shall not constitute a waiver of have no obligation to vote any other Event of Default Pledged Collateral constituting securities or of any term or condition of this Agreement. No closely held capital stock, but shall have the right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, do so in its sole discretion. In connection with any secured party's sale, the Bank is authorized, if it deems it advisable to do so, in order to comply with any applicable securities laws, to restrict the prospective bidders or purchasers to persons who will represent and agree that they are purchasing the Pledged Collateral for their own account for investment, and can not with a view to the distribution or re-sale thereof. Sales made subject to such restriction shall be viewed deemed to have been made in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:commercially reasonable manner.
Appears in 1 contract
Events of Default Remedies. Each If any of the following events (“Events of Default”) shall constitute occur:
(a) the Borrowers shall fail to pay any principal of any Loan or any reimbursement obligation in respect of any LC Disbursement when and as the same shall become due and payable, whether at the due date thereof or at a date fixed for prepayment thereof or otherwise;
(b) the Borrowers shall fail to pay any interest on any Loan or any fee or any other amount (other than an "amount referred to in clause (a) of this Section 8.01) payable under this Agreement or any other Loan Document, when and as the same shall become due and payable, and such failure shall continue unremedied for a period of five (5) Business Days;
(c) any representation, warranty or certification made or deemed made by or on behalf of any Loan Party, any Subsidiary, the Sponsor or Holdco in or in connection with any Loan Document or any amendment or modification thereof or waiver thereunder, or in any report, certificate, financial statement or other document furnished pursuant to or in connection with any Loan Document or any amendment or modification thereof or waiver thereunder, shall prove to have been incorrect in any material respect (except for any representation or warranty that is qualified by materiality, Material Adverse Effect or similar phrase which shall prove to be incorrect in any respect) when made or deemed made;
(d) any Loan Party, any Subsidiary, the Sponsor or Holdco, as applicable, shall fail to observe or perform any covenant, condition or agreement contained in Section 5.01 (other than clause (d), (e), (f) or (g) of Section 5.01), Section 5.02, Section 5.03 (with respect to the existence of the Loan Parties), Section 5.10, Section 5.11 or Section 5.12 or Article VI or Article VII of this Agreement, or in Article IV of the Security Agreement or in Article IV of the Holdco Pledge Agreement or in Article IV of the Holdco Guaranty or in paragraph 2 of the Sponsor Negative Pledge Agreement;
(e) any Loan Party, any Subsidiary, the Sponsor or Holdco shall fail to observe or perform any covenant, condition or agreement contained in any Loan Document (other than a breach which constitutes an Event of Default": Default under another Section of this Section 8.01), and such failure shall continue unremedied for a period of thirty (130) days after the earlier of (i) any Loan Party having knowledge of such failure by Lessee and (ii) notice thereof from the Administrative Agent to the Borrower Representative (which notice will be given at the request of any Lender);
(f) any Loan Party, any Subsidiary or any Parent Entity shall fail to make any payment within ten (10whether of principal or interest and regardless of amount) in respect of any Material Indebtedness, when and as the same shall become due and payable (after giving effect to any applicable cure or grace period);
(g) any event or condition occurs that results in any Material Indebtedness or the Headquarters Loan becoming due prior to its scheduled maturity or that enables or permits (with or without the giving of notice, the lapse of time or both) the holder or holders of any Material Indebtedness, or any trustee or agent on behalf of any such holder of Indebtedness to cause any Material Indebtedness to become due, or to require the prepayment, repurchase, redemption or defeasance thereof, prior to its scheduled maturity; provided that this clause (g) shall not apply to secured Indebtedness that becomes due as a result of the voluntary sale, transfer or other disposition of the property or assets securing such Indebtedness to the extent such sale, transfer or other disposition is permitted by the terms of Section 6.05;
(h) an involuntary proceeding shall be commenced or an involuntary petition shall be filed seeking (i) liquidation, reorganization or other relief in respect of any Loan Party, any Subsidiary, or any Parent Entity or its debts, or of a substantial part of its assets, under any Debtor Relief Law or federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect or (ii) the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official for any Loan Party, any Subsidiary or any Parent Entity or for a substantial part of its assets, and, in any such case, such proceeding or petition shall continue undismissed for 90 days after or an order or decree approving or ordering any of the foregoing shall be entered;
(i) any Loan Party, any Subsidiary or any Parent Entity shall (i) voluntarily commence any proceeding or file any petition seeking liquidation, reorganization or other relief under any Debtor Relief Law or federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect, (ii) consent to the institution of, or fail to contest in a timely and appropriate manner, any proceeding or petition described in clause (h) of this Section, (iii) apply for or consent to the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official of such Loan Party, Subsidiary, or such Parent Entity, or for a substantial part of its due dateassets, (iv) file an answer admitting the material allegations of a petition filed against it in any such proceeding, (v) make a general assignment for the benefit of creditors or (vi) take any action for the purpose of effecting any of the foregoing;
(j) any Loan Party, any Subsidiary, or any Parent Entity shall become unable, admit in writing its inability or fail generally to pay its debts as they become due;
(k) one or more judgments for the payment of money in an aggregate amount in excess of $1,500,000 shall be rendered against any Loan Party, any Subsidiary or any Parent Entity or any combination thereof and the same shall remain undischarged for a period of sixty (60) consecutive days during which execution shall not be effectively stayed, or any action shall be legally taken by a judgment creditor to attach or levy upon any assets of any Loan Party, any Subsidiary or any Parent Entity to enforce any such judgment;
(l) an ERISA Event shall have occurred that, when taken together with all other ERISA Events that have occurred, could reasonably be expected to have a Material Adverse Effect;
(m) any Lien purported to be created under any Collateral Document shall cease to be, or shall be asserted by any Loan Party, Subsidiary, Holdco, or any of their Affiliates not to be, a valid and perfected Lien on any material Collateral, with the priority required hereby, except (i) as a result of the sale or other disposition of the applicable Collateral in a transaction permitted under the Loan Documents or (ii) as a result of the Administrative Agent’s failure to maintain possession of any stock certificates, promissory notes or other instruments delivered to it under the Collateral Documents;
(n) any material provision of any Loan Document shall cease for any reason to be in full force and effect, or any Collateral Document shall cease to give the Administrative Agent, for the benefit of the Secured Parties, the Liens purported to be created thereby (other than with respect to an immaterial portion of the Collateral and except to the extent resulting from the failure of the Administrative Agent to maintain possession of Collateral as to which the Liens thereon are perfected solely by possession or from a sale, transfer or other disposition of such Collateral permitted hereby or by any Collateral Document), or any Loan Party or Holdco shall so state in writing;
(o) any Loan Party or any Parent Entity shall suffer any uninsured, un-indemnified or under insured loss of Collateral in excess of $1,500,000;
(p) a Change in Control shall occur;
(q) any “Event of Default” (as defined in the Headquarters Loan Agreement); or
(2r) failure by Lessee the Loan Guaranty or any Obligation Guaranty shall fail to perform remain in full force or effect or any other obligation action shall be taken to discontinue or to assert the invalidity or unenforceability of the Loan Guaranty or any Obligation Guaranty, or any Loan Guarantor shall fail to comply with any of the terms or provisions of the Loan Guaranty or any Obligation Guaranty to which it is a party, or any Loan Guarantor shall deny that it has any further liability under this Agreementthe Loan Guaranty or any Obligation Guaranty to which it is a party, or shall give notice to such effect, including, but not limited to notice of termination delivered pursuant to Section 11.08 or any notice of termination delivered pursuant to the terms of any Obligation Guaranty; then, and in every such event (other than an event with respect to the Borrowers described in clause (h) or (i) of this Section), and at any time thereafter during the continuance of such default for ten event, the Administrative Agent may, and at the request of the Required Lenders shall, by notice to the Borrower Representative, take either or both of the following actions, at the same or different times: (10i) days after written terminate the Commitments, and thereupon the Commitments shall terminate immediately, and (ii) declare the Loans then outstanding to be due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest, notice thereof by Lessor of intent to Lessee; (3) any material misrepresentation accelerate, notice of acceleration or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx other notice of any kind, all of which are hereby waived by the Borrowers; and in case of any event with respect to the Borrowers described in clause (h) or (i) of this Section, the Commitments shall automatically terminate and the principal of the Equipment; Loans then outstanding, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall automatically become due and payable, without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement other notice of any bankruptcy proceedings kind, all of which are hereby waived by or againstthe Borrowers. In addition, Xxxxxx. Xxxxxx acknowledges that if any Event of Default will substantially impair exists, the lease value Administrative Agent may (and if directed by the Required Lenders, shall) foreclose or otherwise enforce any Lien granted to the Administrative Agent, for the benefit of the Equipment hereof. Upon the occurrence of any Event of DefaultSecured Parties, Lessor may, without notice, exercise one or more to secure payment and performance of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either Obligations in law or in equity to enforce performance by Lessee of accordance with the terms of this Agreement the Loan Documents and exercise any and all rights and remedies afforded by the laws of the State of New York or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred jurisdiction, by Lessor in connection with the repossession any of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costsLoan Documents, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default equity, or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:otherwise.
Appears in 1 contract
Events of Default Remedies. Each If any of the following shall constitute an events (herein called "Event Events of Default": ) shall have occurred (1whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or by operation of law or otherwise and such Event of Default shall be deemed to be continuing until waived by the Required Purchasers (or as otherwise required pursuant to Section 13.1) failure in accordance with the terms hereof):
(a) the Issuer shall default in the due and punctual payment or prepayment of all or any part of the principal of, or Prepayment Premium or Qualified Public Offering Prepayment Premium (if any) on, any Note when and as the same shall become due and payable, whether at stated maturity, by Lessee to make acceleration, by notice of prepayment or otherwise; or
(b) the Issuer shall default in the due and punctual payment or prepayment of any interest on any Note when and as such interest shall become due and payable or any Credit Party shall default in the due and punctual payment within ten (10) days after its due date; (2) failure by Lessee to perform of any other obligation under Obligation when and as such Obligation shall become due and payable, and any such default shall continue for a period of five days; or
(c) any Credit Party shall default in the performance or observance of any of the covenants, agreements or conditions contained in Section 8.12 or Section 9 of this Agreement; or
(d) any Credit Party shall default in the performance or observance of any of the covenants, agreements or conditions contained in this Agreement (other than those referred to in any subsection of this Section 10.1 other than this subsection (d)), or any Credit Party shall default in the performance or observance of any of the covenants, agreements or conditions contained in any of the other Note Documents (other than the Warrant or the Warrant Holder Agreement), and the continuance of such default shall continue for ten (10) a period of 30 days after written notice thereof by Lessor to Lesseethe Issuer from any Purchaser; or
(3e) any material misrepresentation or false statement Credit Party shall (i) fail to pay any principal, regardless of fact by Lessee; (4) the lossamount, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx due at final maturity in respect of any of Indebtedness (other than the Equipment; or (5) Lessee's dissolutionObligations), termination of existence, discontinuance of business, insolvency, or when and as the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately same shall become due and payable; , or (2ii) terminate this Agreement as fail to any observe or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and perform any other expenses paid term, covenant, condition or incurred by Lessor agreement contained in connection with any agreement or instrument evidencing or governing any such Indebtedness if the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost effect of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy failure referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:in
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Hq Global Holdings Inc)
Events of Default Remedies. Each a) The following events shall be deemed to be events of default by Tenant under this Lease:
(i) Tenant shall fail to pay when due any installment of the following shall constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due daterent hereby reserved; (2ii) failure by Lessee Tenant shall fail to perform comply with any term, provision or covenant of this Lease, other obligation under this Agreementthan the payment of rent, and the continuance of shall not cure such default for ten failure within thirty (1030) days after written notice thereof by Lessor to LesseeTenant; (3iii) the leasehold hereunder demised shall be taken on execution or other process of law in any material misrepresentation or false statement of fact by Lesseeaction against Tenant; (4iv) Tenant shall fail to promptly move into and take possession of the lossPremises when the Premises are ready for occupancy or shall cease to do business in or abandon any substantial portion of the Premises; (v) Tenant becomes insolvent, theftor makes an assignment for the benefit of creditors, damageor admits in writing its inability to pay its debts as they become due; (vi) Tenant is not paying its debts as such debts become due; (vii) a receiver, destruction trustee or custodian is appointed for, or takes possession of, all or substantially all of the attempted sale assets of Tenant or encumbrance by Xxxxxx of any of the EquipmentPremises, either in a proceeding brought by Tenant or in a proceeding brought against Tenant and such appointment is not discharged or such possession is not terminated within thirty (30) days after the effective date thereof or Tenant consents to or acquiesces in such appointment or possession; (viii) Tenant files a petition for relief under the Federal Bankruptcy Code, as amended, or any other present or future federal or state insolvency, bankruptcy or similar law (all of the foregoing hereinafter collectively called “applicable Bankruptcy Law”) or an involuntary petition for relief is filed against Tenant under any applicable Bankruptcy Law and such petition is not dismissed within thirty (30) days after the filing thereof, or an order for relief naming Tenant is entered under any applicable Bankruptcy Law, or any composition, rearrangement, extension, reorganization or other relief of debtors now or hereafter existing is requested or consented to by Tenant; or (5ix) Lessee's dissolutionany of the events referred to in subheadings (v), termination (vi), (vii), and (viii) shall occur with respect to any guarantor (hereinafter called “Guarantor”) of existence, discontinuance of business, insolvency, the payment or the commencement performance of any bankruptcy proceedings by Tenant’s obligations hereunder and shall not be remedied within the time set forth in such subheadings.
b) If an event of default shall have occurred, Landlord shall have the right at its election, then or against, Xxxxxx. Xxxxxx acknowledges that at any Event time thereafter while such event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence default shall continue and without any further notice or demand of any Event of Defaultkind or nature to Tenant or to any other party liable hereunder, Lessor mayto pursue, without noticein addition to any other rights or remedies provided for elsewhere in this Lease or otherwise available to Landlord at law or in equity, exercise any one or more of the following remedies: :
(1i) declare all unpaid payments under Terminate this Agreement Lease by giving notice thereof to be Tenant, in which event Tenant shall immediately due surrender the Premises to Landlord and payable; (2) terminate this Agreement as if Tenant fails to do so, Landlord may without prejudice to any other remedy which it may have for possession or all items of the Equipment; (3) arrearages in rent, enter upon and take possession of the Equipment wherever foundPremises and expel or remove Tenant and any other person who may be occupying said Premises, or any part thereof, by force, if necessary, without being liable for prosecution or any claim of damages therefore and Tenant hereby agrees to pay to Landlord on demand the amount of all loss and damage which Landlord may suffer by reason of such termination, whether through inability to relet the Premises on satisfactory terms or otherwise, specifically including, but not limited to (1) all reasonable expenses necessary to relet the Premises, which shall include, without limitation, the cost of renovating, repairing and altering the Premises for a new tenant or tenants, advertisements and brokerage fees and (2) any increase in insurance premiums caused by the vacancy of the Premises. If such termination is caused by the failure to pay rent and/or the abandonment of any substantial portion of the Premises, Landlord may elect, by sending written notice thereof to Tenant, to receive liquidated damages in an amount equal to the rental payable hereunder for the month during which this Lease is terminated times twelve (12), which shall be in lieu of the payment of loss and damage Landlord may suffer by reason of such termination as provided in the preceding sentence but which shall not be in lieu of or reduce in any way amount (including accrued rent) or damages due to breach of covenant (whether or not liquidated) payable by Tenant to Landlord with accrued prior to the termination of this Lease. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease an amount equal to the maximum allowed by any statute or rule of law in effect at the time when and governing the proceedings in which the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred, to above.
(ii) Enter upon and take possession of the Premises and expel or remove Tenant or any other person who may be occupying said Premises, or any part thereof, by force, if necessary, without having any civil or criminal liability therefore and without terminating this Lease, Landlord may (but shall be under no obligation to) relet the Premises or any part thereof for the account of Tenant, in the name of Tenant or Landlord or otherwise, without notice to Tenant for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the term of this Lease) and on such conditions (which may include concessions or free rent) and for such uses as Landlord in its sole and absolute discretion may determine and Landlord may collect and receive any rents payable by reason of such reletting; and Tenant agrees to pay Landlord on demand all reasonable expenses necessary to relet the Premises and shall include, without limitation, the cost of renovating, repairing and altering the Premises for a new tenant or tenants, advertisements and brokerage fees, and Tenant further agrees to pay Landlord on demand any deficiency that may arise by reason of such reletting. Landlord shall not be responsible or liable for this purpose enter any failure lo relet the Premises or any part thereof or for any failure to collect any rent due upon any premises such reletting. No such re-entry or taking of Lessee and remove possession or reletting of the EquipmentPremises by Landlord shall be construed as an election on Landlord’s part to terminate this Lease unless a written notice of such termination is given to Tenant pursuant to subparagraph (b) (i) above.
(iii) Enter upon the Premises, by force if necessary, without having any civil or criminal liability therefore, and do whatever Tenant is obligated to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of do under the terms of this Agreement Lease and Tenant agrees to reimburse Landlord on demand for any expenses which Landlord may incur in thus effecting compliance with Tenant’s obligations under this Lease and Tenant further agrees that Landlord shall not be liable for any damages resulting to Tenant from such action, whether caused by the negligence of Landlord or otherwise.
(iv) Elect to recover treat such event of default as an entire breach of this Lease, whereupon Tenant will immediately become liable to Landlord, as damages for such entire breach, for an amount equal to the breach hereoftotal of (1) all unpaid rent and other sums then due to Landlord hereunder, including attorneys' fees a penalty fee in the amount equal to five percent (5%) of the unpaid rent and other sums then due, (2) the present value [discounted at the rate of eight percent (8%) per annum] of the balance of the rent and any other expenses paid sums becoming due hereunder for the remainder of the Lease Term reduced by the reasonable cash market value of the Lease for such period and (3) any other sums of money or incurred damages owed by Lessor Tenant to Landlord or to which Landlord is entitled hereunder and/or otherwise at law or in connection with the equity.
c) No repossession of or re-entering on the Equipment; Premises or any part thereof pursuant to subparagraphs (6b) apply (ii) and (iii) above or otherwise and no reletting of the security deposit specified in this Agreement Premises or any part thereof pursuant to subparagraph ("Security Deposit"b) (ii) shall relieve Tenant or any Guarantor of its liabilities and obligations hereunder, all of which shall survive such repossession or reentering. In the event of any such repossession or reentering on the Premises or any part thereof by reason of the occurrence of an event of default, Tenant will pay to payment Landlord the rent required to be paid by Tenant. Landlord shall have the right to collect from Tenant the rent as it becomes due to suits or proceedings brought from time to time on one or more occasions without Landlord being obligated to wait until the expiration of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement Lease Term. Landlord shall have the right to allow rent to accumulate and to indemnify Lessor against bring an action on several or all of the accrued sums at one time. Any such suit shall not prejudice in any damages sustained by Lessorway the right of Landlord to bring a similar action for any subsequent sum becoming due hereunder; and/or (7) recover the replacement cost and no delivery or recovery of any Equipment portion due Landlord hereunder shall be any defense in any action to recover any amount not theretofore reduced to judgment in favor of Landlord. Notwithstanding any repossession of or re-entering on the Premises or any part thereof pursuant to subparagraph (b) (ii) and (iii) above or otherwise without terminating this Lease, Landlord may at any time thereafter elect to terminate this Lease and recover from Tenant such sums and damages to which Lessor Landlord is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. then entitled.
d) No right or remedy referred herein conferred upon or reserved to herein landlord is intended to be exclusive of any other right or remedy, and each may and every right and remedy shall be exercised concurrently cumulative and in addition to any other right or separately and from time to timeremedy given hereunder or now or hereafter existing at law or in equity or by statute. In the event of repossessionaddition to other remedies provided in this Lease, Lessee waives any bond posting requirement. Lease Terms and ConditionsLandlord shall be entitled, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditionsextent permitted by applicable law, which are hereby incorporated by reference to injunctive relief in their entiretyease of the violation, as updated from time or attempted or threatened violation of any of the covenants, agreements, conditions or provisions of this Lease, or to time by Sellera decree compelling performance of any of the covenant, agreements, conditions or provisions of this Lease, or to any other remedy allowed to Landlord at law or in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:equity.
Appears in 1 contract
Events of Default Remedies. Each If any of the following events (“Events of Default”) shall constitute occur:
(a) the Borrowers shall fail to pay any principal of any Loan or any reimbursement obligation in respect of any LC Disbursement when and as the same shall become due and payable, whether at the due date thereof or at a date fixed for prepayment thereof or otherwise;
(b) the Borrowers shall fail to pay any interest on any Loan or any fee or any other amount (other than an "amount referred to in clause (a) of this Section 8.01) payable under this Agreement or any other Loan Document, when and as the same shall become due and payable, and such failure shall continue unremedied for a period of five (5) Business Days;
(c) any representation, warranty or certification made or deemed made by or on behalf of any Loan Party or any Subsidiary in or in connection with any Loan Document or any amendment or modification thereof or waiver thereunder, or in any report, certificate, financial statement or other document furnished pursuant to or in connection with any Loan Document or any amendment or modification thereof or waiver thereunder, shall prove to have been incorrect in any material respect (except for any representation or warranty that is qualified by materiality, Material Adverse Effect or similar phrase which shall prove to be incorrect in any respect) when made or deemed made;
(d) any Loan Party or any Subsidiary shall fail to observe or perform any covenant, condition or agreement contained in Section 5.01 (other than clause (d), (e), (f) or (g) of Section 5.01), Section 5.02, Section 5.03 (with respect to the existence of the Loan Parties or Subsidiaries), Section 5.10, Section 5.11, Section 5.12 or Section 5.17 or Article VI or Article VII of this Agreement, or in Article IV of the Security Agreement;
(e) any Loan Party or any Subsidiary shall fail to observe or perform any covenant, condition or agreement contained in any Loan Document (other than a breach which constitutes an Event of Default": Default under another Section of this Section 8.01), and such failure shall continue unremedied for a period of thirty (130) days after the earlier of (i) any Loan Party or any Subsidiary having knowledge of such failure by Lessee and (ii) notice thereof from the Administrative Agent to the Borrower Representative (which notice will be given at the request of any Lender);
(f) any Loan Party or any Subsidiary shall fail to make any payment within ten (10whether of principal or interest and regardless of amount) in respect of any Material Indebtedness, when and as the same shall become due and payable (after giving effect to any applicable cure or grace period);
(g) any event or condition occurs that results in any Material Indebtedness or the Headquarters Loan becoming due prior to its scheduled maturity or that enables or permits (with or without the giving of notice, the lapse of time or both) the holder or holders of any Material Indebtedness, or any trustee or agent on behalf of any such holder of Indebtedness to cause any Material Indebtedness to become due, or to require the prepayment, repurchase, redemption or defeasance thereof, prior to its scheduled maturity; provided that this clause (g) shall not apply to secured Indebtedness that becomes due as a result of the voluntary sale, transfer or other disposition of the property or assets securing such Indebtedness to the extent such sale, transfer or other disposition is permitted by the terms of Section 6.05;
(h) an involuntary proceeding shall be commenced or an involuntary petition shall be filed seeking (i) liquidation, reorganization or other relief in respect of any Loan Party or any Subsidiary, or its debts, or of a substantial part of its assets, under any Debtor Relief Law or federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect or (ii) the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official for any Loan Party or any Subsidiary or for a substantial part of its assets, and, in any such case, such proceeding or petition shall continue undismissed for 90 days after or an order or decree approving or ordering any of the foregoing shall be entered;
(i) any Loan Party or any Subsidiary shall (i) voluntarily commence any proceeding or file any petition seeking liquidation, reorganization or other relief under any Debtor Relief Law or federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect, (ii) consent to the institution of, or fail to contest in a timely and appropriate manner, any proceeding or petition described in clause (h) of this Section, (iii) apply for or consent to the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official of such Loan Party or Subsidiary, or for a substantial part of its due dateassets, (iv) file an answer admitting the material allegations of a petition filed against it in any such proceeding, (v) make a general assignment for the benefit of creditors or (vi) take any action for the purpose of effecting any of the foregoing;
(j) any Loan Party or any Subsidiary shall become unable, admit in writing its inability or fail generally to pay its debts as they become due;
(k) one or more judgments for the payment of money in an aggregate amount in excess of $1,500,000 shall be rendered against any Loan Party or any Subsidiary or any combination thereof and the same shall remain undischarged for a period of sixty (60) consecutive days during which execution shall not be effectively stayed, or any action shall be legally taken by a judgment creditor to attach or levy upon any assets of any Loan Party or any Subsidiary to enforce any such judgment;
(l) an ERISA Event shall have occurred that, when taken together with all other ERISA Events that have occurred, could reasonably be expected to have a Material Adverse Effect;
(m) any Lien purported to be created under any Collateral Document shall cease to be, or shall be asserted by any Loan Party, any Subsidiary, or any of their Affiliates not to be, a valid and perfected Lien on any material Collateral, with the priority required hereby, except (i) as a result of the sale or other disposition of the applicable Collateral in a transaction permitted under the Loan Documents or (ii) as a result of the Administrative Agent’s failure to maintain possession of any stock certificates, promissory notes or other instruments delivered to it under the Collateral Documents;
(n) any material provision of any Loan Document shall cease for any reason to be in full force and effect, or any Collateral Document shall cease to give the Administrative Agent, for the benefit of the Secured Parties, the Liens purported to be created thereby (other than with respect to an immaterial portion of the Collateral and except to the extent resulting from the failure of the Administrative Agent to maintain possession of Collateral as to which the Liens thereon are perfected solely by possession or from a sale, transfer or other disposition of such Collateral permitted hereby or by any Collateral Document), or any Loan Party or any Subsidiary shall so state in writing;
(o) any Loan Party or any Subsidiary shall suffer any uninsured, un-indemnified or under insured loss of Collateral in excess of $1,500,000;
(p) a Change in Control shall occur;
(q) any “Event of Default” (as defined in the Headquarters Loan Agreement); or
(2r) failure by Lessee the Loan Guaranty or any Obligation Guaranty shall fail to perform remain in full force or effect or any other obligation action shall be taken to discontinue or to assert the invalidity or unenforceability of the Loan Guaranty or any Obligation Guaranty, or any Guarantor shall fail to comply with any of the terms or provisions of the Loan Guaranty or any Obligation Guaranty to which it is a party, or any Guarantor shall deny that it has any further liability under this Agreementthe Loan Guaranty or any Obligation Guaranty to which it is a party, or shall give notice to such effect, including, but not limited to notice of termination delivered pursuant to Section 11.08 or any notice of termination delivered pursuant to the terms of any Obligation Guaranty; then, and in every such event (other than an event with respect to the Borrowers, another Loan Party or any Subsidiary described in clause (h) or (i) of this Section), and at any time thereafter during the continuance of such default for ten event, the Administrative Agent may, and at the request of the Required Lenders shall, by notice to the Borrower Representative, take either or both of the following actions, at the same or different times: (10i) days after written terminate the Commitments, and thereupon the Commitments shall terminate immediately, and (ii) declare the Loans then outstanding to be due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall become due and payable immediately, without presentment, demand, protest, notice thereof by Lessor of intent to Lessee; (3) any material misrepresentation accelerate, notice of acceleration or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx other notice of any kind, all of which are hereby waived by the Borrowers; and in case of any event with respect to the Borrowers, another Loan Party or any Subsidiary described in clause (h) or (i) of this Section, the Commitments shall automatically terminate and the principal of the Equipment; Loans then outstanding, together with accrued interest thereon and all fees and other obligations of the Borrowers accrued hereunder, shall automatically become due and payable, without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement other notice of any bankruptcy proceedings kind, all of which are hereby waived by or againstthe Borrowers. In addition, Xxxxxx. Xxxxxx acknowledges that if any Event of Default will substantially impair exists, the lease value Administrative Agent may (and if directed by the Required Lenders, shall) foreclose or otherwise enforce any Lien granted to the Administrative Agent, for the benefit of the Equipment hereof. Upon the occurrence of any Event of DefaultSecured Parties, Lessor may, without notice, exercise one or more to secure payment and performance of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either Obligations in law or in equity to enforce performance by Lessee of accordance with the terms of this Agreement the Loan Documents and exercise any and all rights and remedies afforded by the laws of the State of New York or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred jurisdiction, by Lessor in connection with the repossession any of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costsLoan Documents, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default equity, or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:otherwise.
Appears in 1 contract
Events of Default Remedies. Each a. An "Event of Default" shall be deemed to have occurred under this Agreement upon (i) the following transfer of any Funds to any account other than the FSB Depository Account; (ii) Account Holder's failure to make any withdrawal from the Investment Account in accordance with the Obligations or this Agreement and the continuation of such default for a period of five (5) days; (iii) Account Holder's failure to perform any other Obligation and the continuation of such default for a period of thirty (30) days after written notice from Agent; provided, however, that if despite all diligence such failure cannot reasonably be cured within such thirty (30) day period, then no Event of Default shall be deemed to have occurred hereunder so long as Account Holder has commenced such cure within such thirty (30) day period and thereafter diligently prosecutes such cure to completion; and, provided, however, that nothing contained in the foregoing clauses (i), (ii) or (iii) shall be construed to grant any additional notice or cure rights to Account Holder in the event that such failure would otherwise constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5iv) Lessee's dissolution, termination the occurrence of existence, discontinuance an "Event of business, insolvency, Default" under the Lease or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Purchase Agreement.
b. Upon the occurrence of any such Event of Default, Lessor Agent may, at its option, and without noticenotice to or demand on Account Holder and in addition to all right and remedies available to Agent under the Leases or the Purchase Agreement, exercise do any one or more of the following remedies: without any advertisement or notice to or authorization from Account Holder (1all of which advertisements, notice and/or authorizations are hereby expressly waived): (i) declare all unpaid payments under this Agreement make a full withdrawal or one or more partial withdrawals from the Investment Account in order to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever foundCollateral or distribute the Collateral in accordance with the Obligations, including but not limited to redemption of the gift certificates to the holders thereof; (ii) interplead the Investment Account into a court having jurisdiction over Account Holder and for this purpose enter upon any premises claimants to the Collateral, including but not limited to the holders of Lessee the gift certificates; (iii) recover from Account Holder all costs and remove the Equipmentexpenses, including, without limitation, reasonable attorneys' fees, incurred or paid by Agent in exercising any liability right, power of remedy provided by this Agreement or by law; and (iv) exercise any other right or remedy available to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in Agent under applicable law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretion, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:equity.
Appears in 1 contract
Samples: Mall Management Agreement (Nbo Inc)
Events of Default Remedies. Each of the following shall constitute an "Event of Default": (1) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise If one or more of the following remediesevents (herein called “Events of Default”) shall occur and be continuing:
(a) Either Obligor shall default in the payment when due of any principal or interest on any Loan or any other amount payable hereunder or under any other Loan Document within two (2) calendar days from the date such amount becomes due and payable (whether at stated maturity or otherwise), provided that such two (2) calendar days cure period is only granted to such Obligor by the Lender if such Obligor delivers to the Lender, on the date immediately following such amount’s due date for payment, a written notification, by the legal representative of such Obligor declaring that such Obligor has sufficient cash, on that date, to honor is payment obligations due on such date, that the non-payment occurred due to an operational error no within such Obligor’s control for remedy and that the payment will be made on the immediately following day, and provided further that such two (2) calendar days cure period does not affect the Obligors’ obligation to pay Post-Default Interest or other amounts in accordance with Section 3.02(b) hereof; or
(b) Either Obligor shall default in the observance or performance of its respective obligations hereunder or under any other Loan Document; or
(c) Either Obligor shall default in the payment of any principal of or interest on any Indebtedness (whether at stated maturity or by reason of mandatory or optional prepayment or otherwise) having an individual or aggregate principal amount of US$100,000,000 (or its equivalent in any other currency) or more, or any default or event of default shall occur, or any other condition shall exist, under any agreement or instrument entered into by either Obligor having an individual or aggregate principal amount of US$100,000,000 (or its equivalent in any other currency) or more, the effect of which default or other event or condition is to cause such Indebtedness to become due prior to its stated maturity; or
(d) Any representation, warranty or certification made by either of Obligor herein, or in any other Loan Document, certificate, financial statement or other document furnished to the Lender pursuant to the provisions hereof or thereof, shall prove to have been incorrect or misleading in any material respect when made or deemed to be made; or
(e) Either Obligor shall admit in ‘writing its inability to, or be generally unable to, pay its debts as such debts become due; or
(f) Either Obligor shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee, examiner or liquidator of itself or of all or substantially all of its respective property, (ii) make a general assignment for the benefit of its respective creditors, or (iii) file a petition seeking to take advantage of any other law relating to bankruptcy, insolvency, reorganization (other than corporate reorganizations within the scope of Section 8.14 hereof), liquidation, dissolution, arrangement, winding-up or composition or readjustment of debts; or (iv) take any corporate action for the purpose of effecting any of the foregoing; or
(i) A proceeding or case shall be commenced against either Obligor without its application, consent, defense or contestation, in any court of competent jurisdiction, seeking its reorganization, liquidation, dissolution, arrangement, winding-up or composition or readjustment of its respective debts, (ii) the appointment of a receiver, custodian, trustee, examiner, liquidator or the like of it or of all or substantially all of its respective property or (iii) similar relief in respect of it under any law relating to bankruptcy, insolvency, reorganization, winding-up or composition or adjustment of its debts, and such proceeding or case shall continue undismissed, or an order, judgment or decree approving or ordering any of the foregoing shall be entered and continue unstayed and in effect, for a period of 30 or more days; or
(h) A Change in Control shall occur; or
(i) Unappealable judgments or orders for the payment of money in an individual or aggregate amount equal to or exceeding US$100,000,000 (or its equivalent in any other currency) shall be rendered against either Obligor and the same shall remain undischarged and unstayed and in effect for a period of 30 or more days without a stay of execution, unless the same either: (1i) declare all unpaid payments is adequately bonded or covered by insurance where the surety or the insurer, as the case may be, has admitted liability in respect of such judgment(s), order(s), decree(s), award(s), settlement(s) and/or agreement(s) to settle or (ii) is being contested by appropriate proceedings properly instituted and diligently conducted and, in either case, such process is not being executed against any property of such Obligor; or
(j) Either Obligor shall suffer a valid protest of bills (protesto legítimo de títulos) in an individual aggregate amount equal to or exceeding US$100,000,000 (or its equivalent in any other currency), which due and timely evidence of suspension or payment is not presented to the Lender within 15 or more Business Days of the protest; or
(k) This Agreement or any other applicable Loan Document shall, at any time and for any reason, cease to be in full force and effect, or shall he declared, by either Obligor or a Governmental Authority or in any judicial proceeding, to be null and void, or the validity or enforceability thereof shall be contested by either Obligor, or either Obligor or shall deny that it has any or further liability or obligation hereunder or thereunder; or
(l) Any Governmental Approval necessary to enable either Obligor to comply with or perform its obligations under this Agreement or any other Loan Document shall be revoked, suspended, withdrawn or withheld or shall otherwise fail to be issued or remain in full force and effect; or
(m) Any Governmental Approval necessary to enable either Obligor to conduct its business is not renewed or is terminated prior to its established maturity date; or
(n) It is or becomes unlawful for either Obligor to perform any of its obligations under this Agreement or any other Loan Document. THEREUPON: in any such event, the Lender may by written notice to the Obligors declare the principal amount then outstanding of, and the accrued interest on, the Loan and all other amounts payable by the Obligors hereunder and under any other Loan Document to be forthwith due and payable, whereupon such amounts shall be immediately due and payable without presentment, demand, protest or other formalities of any kind, all of which are hereby expressly waived by the Obligors (provided, that in the case of an Event of Default of the kind described in clauses (e), (f) and (g) above, the principal amount then outstanding of, and the accrued interest on, the Loan and all other amounts payable hereunder shall automatically forthwith become due and payable; (2) terminate and the Lender may, exercise all rights and remedies available to it under this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with Loan Document, including but not limited to, require the repossession unwinding and termination of the Equipment; (6) apply corresponding portion of the security deposit specified Hedge Transaction, in this Agreement ("Security Deposit") each case in form and substance satisfactory to payment of Lessor's coststhe Lender, expenses and attorney fees in enforcing at the terms of this Agreement Obligors’ full cost and expense, and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost charge of any Equipment which Lessor is unable and all amounts pursuant to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretionSection 5.01(a) hereof, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, other remedies as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:applicable law.
Appears in 1 contract
Events of Default Remedies. Each In case anyone or more of the following events, herein termed “events of default”, shall constitute happen:
(a) the Shipowner fails to pay on the date due any payment of principal in respect of the Indebtedness hereby secured as provided herein or the Shipowner fails to pay within three (3) Business Days of the date due any payment of interest or any Commitment Commission or any other amount owing under the Subsidiaries Guaranty; or
(b) the statements in Article I shall prove to have been untrue when made in a material way; or
(c) a default in the due and punctual observance and performance of any of the provisions of Sections 2, 3, 7, 8, 9(b), 11, 12, 13(a), (b), (c), (e), (i) and (k), 16 or 17 of Article II hereof shall have occurred and be continuing; or
(d) a breach or omission in the due and punctual observance of any of the other covenants and conditions herein required to be kept and performed by the Shipowner and such breach or omission shall continue for 30 days after the day the Shipowner first knew or should have known of such breach or omission; or
(e) an "Event of Default"Default shall have occurred and be continuing under the Credit Agreement; or
(f) a payment default by the Borrower under any Interest Rate Protection Agreement or Other Hedging Agreement shall have occurred and be continuing; or
(g) any notice shall have been issued by the government or any bureau, department, officer, board or agency thereof of the country of registry of the Vessel to the effect that the Vessel is subject to cancellation from such registry or the certificate of registry of the Vessel is subject to revocation or cancellation for any reason whatsoever, and such notice shall not have been cancelled or annulled on or before seven (7) Business Days prior to the date set forth in such notice for such cancellation or revocation; or
(h) the Vessel shall be cancelled from the country of registry of the Vessel or the certificate of registry of the Vessel is revoked or cancelled for any reason whatsoever; then: the security constituted by this Mortgage shall become immediately enforceable and that without limitation, the enforcement remedies specified can be exercised irrespective of whether or not the Mortgagee has exercised the right of acceleration under the Credit Agreement or any of the other Credit Documents and the Mortgagee shall have the right to:
(1i) failure Declare all the then unpaid Indebtedness hereby secured to be due and payable immediately, and upon such declaration, the same shall become and be immediately due and payable provided, however, that no declaration shall be required if an Event of Default shall have occurred by Lessee reason of a Default under Section 10.05 of the Credit Agreement, then and in such case, the Indebtedness hereby secured shall become immediately due and payable on the occurrence of such Event of Default without any notice or demand;
(ii) Exercise all of the rights and remedies in foreclosure and otherwise given to make any payment within ten (10) days after its due date; (2) failure a mortgagee by Lessee to perform the provisions of the laws of the country of registry of the Vessel or of any other obligation under this Agreementjurisdiction where the Vessel may be found;
(iii) Bring suit at law, in equity or in admiralty, as it may be advised, to recover judgment for the Indebtedness hereby secured, and collect the continuance same out of any and all property of the Shipowner whether covered by this Mortgage or otherwise;
(iv) Take and enter into possession of the Vessel, at any time, wherever the same may be, without legal process and without being responsible for loss or damage and the Shipowner or other person in possession forthwith upon demand of the Mortgagee shall surrender to the Mortgagee possession of the Vessel;
(v) Without being responsible for loss or damage, the Mortgagee may hold, lay up, lease, charter, operate or otherwise use such Vessel for such time and upon such terms as it may deem to be for its best advantage, and demand, collect and retain all hire, freights, earnings, issues, revenues, income, profits, return premiums, salvage awards or recoveries, recoveries in general average, and all other sums due or to become due in respect of such default Vessel or in respect of any insurance thereon from any person whomsoever, accounting only for the net profits, if any, arising from such use of the Vessel and charging upon all receipts from the use of the Vessel or from the sale thereof by court proceedings or pursuant to subsection (vi) next following, all costs, expenses, charges, damages or losses by reason of such use; and if at any time the Mortgagee shall avail itself of the right herein given them to take the Vessel, the Mortgagee shall have the right to dock the Vessel, for a reasonable time at any dock, pier or other premises of the Shipowner without charge, or to dock her at any other place at the cost and expense of the Shipowner;
(vi) Without being responsible for loss or damage, the Mortgagee may sell the Vessel upon such terms and conditions as to the Mortgagee shall seem best, free from any claim of or by the Shipowner, at public or private sale, by sealed bids or otherwise, by mailing, by air or otherwise, notice of such sale, whether public or private, addressed to the Shipowner at its last known address and to any other registered mortgagee, twenty (20) calendar days prior to the date fixed for entering into the contract of sale and by first publishing notice of any such public sale for ten (10) days after written consecutive days, in daily newspapers of general circulation published in the City of New York, State of New York; in the event that the Vessel shall be offered for sale by private sale, no newspaper publication of notice thereof shall be required, nor notice of adjournment of sale; sale may be held at such place and at such time as the Mortgagee by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvencynotice may have specified, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In adjourned by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated Mortgagee from time to time by Seller, in its sole discretionannouncement at the time and place appointed for such sale or for such adjourned sale, and can without further notice or publication the Mortgagee may make any such sale at the time and place to which the same shall be viewed so adjourned; and any sale may be conducted without bringing the Vessel to the place designated for such sale and in such manner as the Resources section of Seller’s website Mortgagee may deem to be for its best advantage, and the Mortgagee may become the purchaser at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)any sale. The Buyer hereby affirms Shipowner agrees that he/she has read any sale made in its entirety accordance with the terms of this paragraph shall be deemed made in a commercially reasonable manner insofar as it is concerned;
(vii) Require that all policies, contracts, certificates of entry and understands other records relating to the Supplemental Lease Terms and Conditions. The parties heretoinsurance with respect to the Vessel, Mobile Modular Management Corporationincluding, a California corporationbut not limited to, as seller those described in Article II, Section 13 hereof (the “SellerInsurances”) (including details of and buyer correspondence concerning outstanding claims) be forthwith delivered to or to the order of the Mortgagee;
(“Buyer”viii) Collect, as described recover, compromise and give a good discharge for any and all monies and claims for monies then outstanding or thereafter arising under the Insurances or in respect of the Sale Agreement in earnings or any requisition compensation and to permit any brokers through whom collection or recovery is effected to charge the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:usual brokerage therefor.
Appears in 1 contract
Events of Default Remedies. Each of the following events shall constitute an "“Event of Default": ” hereunder:
(1a) failure by Lessee to make if (i) any payment installment of interest or principal is not paid within ten five (105) days after its due date; the same is due, (2ii) failure by Lessee to perform the entire Indebtedness of each Note is not paid on or before the Maturity Date (or if the Maturity Date has been accelerated, upon such acceleration), or (iii) any other obligation payment or charge due under the Note, this AgreementMortgage or any other Loan Documents is not paid when due;
(b) if at any time any representation or warranty of Mortgagor made herein or in any guaranty, agreement, certificate, report, affidavit, owner’s affidavit, financial statement or other instrument furnished to Mortgagee shall be false or misleading in any respect;
(c) if any mortgagee under a mortgage on the Mortgaged Property, whether superior or subordinate to this Mortgage (i) demands payment in full or otherwise accelerates any indebtedness of Mortgagor or (ii) otherwise commences the exercise of any remedy available to such party under any such mortgage or related loan;
(d) if Mortgagor fails to cure promptly any violation of any law or ordinance affecting the Mortgaged Property (provided that the foregoing provisions of this clause (d) shall be subject to any right to contest such violation specifically granted to Mortgagor in Paragraph 5 of this Mortgage);
(e) if a default by Mortgagor under any of the other terms, covenants or conditions of the this Mortgage shall occur and such default shall not have been cured within thirty (30) days after notice from Mortgagee, provided that if such default is not susceptible of being cured within such thirty (30) day period and Mortgagor shall have commenced the continuance cure of such default within such thirty (30) day period and thereafter diligently pursues such cure to completion, then such thirty (30) day period shall be extended for ten a period of ninety (1090) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) from the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any occurrence of the Equipment; or default, provided, further, that the notice and grace period set forth in this subparagraph (5e) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of shall not apply to any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any other Event of Default will substantially impair expressly set forth in this Paragraph 12 or to any other Event of Default defined as such in any other Loan Document or to any other covenant or condition with respect to which a grace period is expressly provided elsewhere; or
(f) if an Event of Default shall occur under the lease value of the Equipment hereofLoan Agreement. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more the Indebtedness shall immediately become due at the option of Mortgagee. Upon the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver occurrence of any Event of Default, Mortgagor shall pay interest on the entire unpaid principal balance of the Note at the Default shall not constitute a waiver Rate, as defined in and provided for in the Note. Upon the occurrence of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossessionDefault, Lessee waives any bond posting requirement. Lease Terms and ConditionsMortgagee may, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditionsextent permitted under applicable law, which are hereby incorporated by reference elect to treat the fixtures included in their entiretythe Mortgaged Property either as real property or as personal property, as updated from time to time by Seller, in its sole discretionor both, and can be viewed in the Resources section of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, proceed to exercise such rights as seller (“Seller”) and buyer (“Buyer”, as described in the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:apply thereto.
Appears in 1 contract
Samples: Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing (GTJ REIT, Inc.)
Events of Default Remedies. Each of the following shall constitute an "Event of Default": (1) failure by Lessee to make In case any payment within ten (10) days after its due date; (2) failure by Lessee to perform any other obligation under this Agreement, and the continuance of such default for ten (10) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any of the Equipment; or (5) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more of the following remediesevents, herein termed "events of default", shall happen:
(a) the Shipowner fails to pay within two Business Days of the date due any payment in respect of the Indebtedness secured hereby as provided herein; or
(b) the statements in Article I shall prove to have been untrue when made in a material way; or
(c) a default in the due and punctual observance and performance of any of the provisions of Sections 2, 3, 7, 8, 9(b), 11, 12, 13(a), (b), (d), (h) and (j), 16 or 17 of Article II hereof shall have occurred and be continuing; or
(d) a breach or omission in the due and punctual observance of any of the other covenants and conditions herein required to be kept and performed by the Shipowner and such breach or omission shall continue for 30 days after the day the Shipowner first knew or should have known of such breach or omission; or
(e) an Event of Default shall have occurred and be continuing under the Credit Agreement; or
(f) any notice shall have been issued by the government or any bureau, department, officer, board or agency thereof of the country of registry of the Vessel to the effect that the Vessel is subject to cancellation from such registry or the certificate of registry of the Vessel is subject to revocation or cancellation for any reason whatsoever; then: The security constituted by this Mortgage shall become immediately enforceable and that without limitation, the enforcement remedies specified can be exercised irrespective of whether or not the Mortgagee has exercised the right of acceleration under the Credit Agreement and the Mortgagee shall have the right to:
(1i) declare Declare all the then unpaid payments under this Agreement Indebtedness hereby secured to be due and payable immediately, and upon such declaration, the same shall become and be immediately due and payable; payable provided, however, that no declaration shall be required if an event of default shall have occurred by reason of a default under Article VI, Section 6.01 (2e) terminate this Agreement as to any or all items of the Equipment; Credit Agreement, then and in such case, the Indebtedness hereby secured shall become immediately due and payable on the occurrence of such event of default without any notice or demand;
(3ii) take Exercise all of the rights and remedies in foreclosure and otherwise given to a mortgagee by the provisions of the laws of the country of registry of the Vessel or of any other jurisdiction where the Vessel may be found;
(iii) Bring suit at law, in equity or in admiralty, as it may be advised, to recover judgment for the Indebtedness hereby secured, and collect the same out of any and all property of the Shipowner whether covered by this Mortgage or otherwise;
(iv) Take and enter into possession of the Equipment Vessel, at any time, wherever foundthe same may be, without legal process and without being responsible for loss or damage and the Shipowner or other person in possession forthwith upon demand of the Mortgagee shall surrender to the Mortgagee possession of the Vessel;
(v) Without being responsible for loss or damage, the Mortgagee may hold, lay up, lease, charter, operate or otherwise use such Vessel for such time and upon such terms as it may deem to be for its best advantage, and demand, collect and retain all hire, freights, earnings, issues, revenues, income, profits, return premiums, salvage awards or recoveries, recoveries in general average, and all other sums due or to become due in respect of such Vessel or in respect of any insurance thereon from any person whomsoever, accounting only for this purpose enter the net profits, if any, arising from such use of the Vessel and charging upon all receipts from the use of the Vessel or from the sale thereof by court proceedings or pursuant to subsection (vi) next following, all costs, expenses, charges, damages or losses by reason of such use; and if at any time the Mortgagee shall avail itself of the right herein given them to take the Vessel, the Mortgagee shall have the right to dock the Vessel, for a reasonable time at any dock, pier or other premises of Lessee the Shipowner without charge, or to dock her at any other place at the cost and remove expense of the EquipmentShipowner;
(vi) Without being responsible for loss or damage, without the Mortgagee may sell the Vessel upon such terms and conditions as to the Mortgagee shall seem best, free from any liability claim of or by the Shipowner, at public or private sale, by sealed bids or otherwise, by mailing, by air or otherwise, notice of such sale, whether public or private, addressed to Lessee; (4) direct Lessee the Shipowner at its expense last known address and to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred registered mortgagee, twenty (20) calendar days prior to the date fixed for entering into the contract of sale and by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost first publishing notice of any Equipment which Lessor is unable to repossess. Lessor's waiver such public sale for ten (10) consecutive days, in daily newspapers of any Event general circulation published in the City of Default New York, State of New York; in the event that the Vessel shall not constitute a waiver be offered for sale by private sale, no newspaper publication of any other Event notice shall be required, nor notice of Default or adjournment of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each sale; sale may be exercised concurrently held at such place and at such time as the Mortgagee by notice may have specified, or separately and from time to time. In may be adjourned by the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated Mortgagee from time to time by Seller, in its sole discretionannouncement at the time and place appointed for such sale or for such adjourned sale, and can without further notice or publication the Mortgagee may make any such sale at the time and place to which the same shall be viewed so adjourned; and any sale may be conducted without bringing the Vessel to the place designated for such sale and in such manner as the Resources section of Seller’s website Mortgagee may deem to be for its best advantage, and the Mortgagee may become the purchaser at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms)any sale. The Buyer hereby affirms Shipowner agrees that he/she has read any sale made in its entirety accordance with the terms of this paragraph shall be deemed made in a commercially reasonable manner insofar as it is concerned;
(vii) Require that all policies, contracts, certificates of entry and understands other records relating to the Supplemental Lease Terms and Conditions. The parties heretoinsurance with respect to the Vessel, Mobile Modular Management Corporationincluding, a California corporationbut not limited to, as seller (“Seller”) and buyer (“Buyer”, as those described in Article II, Section 13 hereof (the Sale Agreement "Insurances") (including details of and correspondence concerning outstanding claims) be forthwith delivered to or to the order of the Mortgagee;
(viii) Collect, recover, compromise and give a good discharge for any and all monies and claims for monies then outstanding or thereafter arising under the Insurances or in respect of the section titled “Customer Information”) hereby agree earnings or any requisition compensation and to this Sale Agreement and permit any brokers through whom collection or recovery is effected to charge the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:usual brokerage therefore.
Appears in 1 contract
Samples: First Preferred Ship Mortgage (General Maritime Corp)
Events of Default Remedies. Each If Tenant shall at any time be in default in the payment of rental or any other charges hereunder, which while due and payable on the first day of each month shall not constitute a default, an event of default or be subject to any late penalty or interest unless not received by Landlord by the tenth of each month, or if Tenant shall at any time be in default in the performance of any of the following covenants of this Lease, and Tenant shall constitute an "Event of Default": fail to remedy such default within (1a) failure by Lessee to make any payment within ten (10) days after its due date; (2) failure by Lessee receipt of written notice thereof from Landlord if such default is as to perform payment of Minimum Rent or the payment of any other obligation under this Agreementcharges, and the continuance of such default for ten or (10b) thirty (30) days after receipt of written notice thereof if such default is nonmonetary (but Tenant shall not be deemed in default if it commences to remedy such default within said thirty (30) day period and proceeds therewith with due diligence), or if a petition in bankruptcy or reorganization shall be filed by Lessor to Lessee; or against Tenant and not dismissed in ninety (390) any material misrepresentation days, or false statement if Tenant shall be adjudged a bankrupt or shall make an assignment for the benefit of fact by Lessee; (4) the losscreditors, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx if a receiver of any property of Tenant in or upon the Equipment; Premises be appointed in any action, suit or proceeding by or against Tenant and not removed within sixty (560) Lessee's dissolution, termination of existence, discontinuance of business, insolvencydays after appointment, or if the commencement interest of any bankruptcy proceedings Tenant in the Premises shall be sold under execution or other legal process, Landlord may by or against, Xxxxxx. Xxxxxx acknowledges that any Event of Default will substantially impair the lease value of the Equipment hereof. Upon the occurrence of any Event of Default, Lessor may, without noticenotice to Tenant, exercise one or more of the following remedies: (1) declare any and all unpaid payments under this Agreement remedies available to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee it at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity equity, including, without limitation, electing to enforce performance terminate this Lease, or without terminating this Lease, re-enter the Premises by Lessee of the terms of this Agreement summary proceedings, proceedings in forcible entry and detainer, eviction, or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver of any Event of Default shall not constitute a waiver of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossession, Lessee waives any bond posting requirement. Lease Terms and Conditions, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditions, which are hereby incorporated by reference in their entirety, as updated from time to time by Seller, in its sole discretionotherwise, and can be viewed in may dispossess Tenant. Any past due rent shall accrue interest at the Resources section rate of Seller’s website at three percent (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read in its entirety and understands 3%) per annum above the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described in Prime Rate from the Sale Agreement in the section titled “Customer Information”) hereby agree to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:date such payment was initially due until paid.
Appears in 1 contract
Samples: Lease (Ultimate Electronics Inc)
Events of Default Remedies. Each of the following events shall constitute an "“Event of Default": ” hereunder:
(1a) failure by Lessee to make if (i) any payment installment of interest or principal is not paid within ten five (105) days after its due date; the same is due, (2ii) failure by Lessee to perform the entire Indebtedness of each Note is not paid on or before the Maturity Date (or if the Maturity Date has been accelerated, upon such acceleration), or (iii) any other obligation payment or charge due under the Note, this AgreementMortgage or any other Loan Documents is not paid when due;
(b) if at any time any representation or warranty of Mortgagor made herein or in any guaranty, agreement, certificate, report, affidavit, owner’s affidavit, financial statement or other instrument furnished to Mortgagee shall be false or misleading in any respect;
(c) if any mortgagee under a mortgage on the Mortgaged Property, including, without limitation, the holder of the First Mortgage or the Second Mortgage, whether superior or subordinate to this Mortgage (i) demands payment in full or otherwise accelerates any indebtedness of Mortgagor or (ii) otherwise commences the exercise of any remedy available to such party under any such mortgage or related loan, including, without limitation, the First Mortgage or the Second Mortgage;
(d) if Mortgagor fails to cure promptly any violation of any law or ordinance affecting the Mortgaged Property (provided that the foregoing provisions of this clause (h) shall be subject to any right to contest such violation specifically granted to Mortgagor in Paragraph 5 of this Mortgage);
(e) if a default by Mortgagor under any of the other terms, covenants or conditions of the this Mortgage shall occur and such default shall not have been cured within thirty (30) days after notice from Mortgagee, provided that if such default is not susceptible of being cured within such thirty (30) day period and Mortgagor shall have commenced the continuance cure of such default within such thirty (30) day period and thereafter diligently pursues such cure to completion, then such thirty (30) day period shall be extended for ten a period of ninety (1090) days after written notice thereof by Lessor to Lessee; (3) any material misrepresentation or false statement of fact by Lessee; (4) from the loss, theft, damage, destruction or the attempted sale or encumbrance by Xxxxxx of any occurrence of the Equipment; or default, provided, further, that the notice and grace period set forth in this subparagraph (5e) Lessee's dissolution, termination of existence, discontinuance of business, insolvency, or the commencement of shall not apply to any bankruptcy proceedings by or against, Xxxxxx. Xxxxxx acknowledges that any other Event of Default will substantially impair expressly set forth in this Paragraph 12 or to any other Event of Default defined as such in any other Loan Document or to any other covenant or condition with respect to which a grace period is expressly provided elsewhere; or
(f) if an Event of Default shall occur under the lease value Loan Agreement; or
(g) if there shall occur an Event of Default under the Equipment hereofFirst Mortgage or the Second Mortgage. Upon the occurrence of any Event of Default, Lessor may, without notice, exercise one or more the Indebtedness shall immediately become due at the option of Mortgagee. Upon the following remedies: (1) declare all unpaid payments under this Agreement to be immediately due and payable; (2) terminate this Agreement as to any or all items of the Equipment; (3) take possession of the Equipment wherever found, and for this purpose enter upon any premises of Lessee and remove the Equipment, without any liability to Lessee; (4) direct Lessee at its expense to promptly prepare the Equipment for pickup by Lessor; (5) proceed by appropriate action either in law or in equity to enforce performance by Lessee of the terms of this Agreement or to recover damages for the breach hereof, including attorneys' fees and any other expenses paid or incurred by Lessor in connection with the repossession of the Equipment; (6) apply the security deposit specified in this Agreement ("Security Deposit") to payment of Lessor's costs, expenses and attorney fees in enforcing the terms of this Agreement and to indemnify Lessor against any damages sustained by Lessor; and/or (7) recover the replacement cost of any Equipment which Lessor is unable to repossess. Lessor's waiver occurrence of any Event of Default, Mortgagor shall pay interest on the entire unpaid principal balance of the Note at the Default shall not constitute a waiver Rate, as defined in and provided for in the Note. Upon the occurrence of any other Event of Default or of any term or condition of this Agreement. No right or remedy referred to herein is intended to be exclusive and each may be exercised concurrently or separately and from time to time. In the event of repossessionDefault, Lessee waives any bond posting requirement. Lease Terms and ConditionsMortgagee may, Rev. 07/01/2022 The Sale Agreement is subject to the Supplemental Sale Terms and Conditionsextent permitted under applicable law, which are hereby incorporated by reference elect to treat the fixtures included in their entiretythe Mortgaged Property either as real property or as personal property, as updated from time to time by Seller, in its sole discretionor both, and can be viewed proceed to exercise such rights as apply thereto. With respect to any sale of real property included in the Resources section Mortgaged Property made under the powers of Seller’s website at (xxxxx://xxx.xxxxxxxxxxxxx.xxx/contractterms). The Buyer hereby affirms that he/she has read sale herein granted and conferred, Mortgagee may, to the extent permitted by applicable law, include in its entirety and understands the Supplemental Lease Terms and Conditions. The parties hereto, Mobile Modular Management Corporation, a California corporation, as seller (“Seller”) and buyer (“Buyer”, as described such sale any fixtures included in the Sale Agreement in the section titled “Customer Information”) hereby agree Mortgaged Property and relating to this Sale Agreement and the terms and conditions set forth in the Sale Terms and Conditions, attached hereto as Attachment A, which are hereby incorporated by reference. The individual signing this Sale Agreement affirms that he/she is duly authorized to execute and commit to this Sale Agreement for the above named Sale. Mobile Modular Management Corporation Signature: Signature:such real property.
Appears in 1 contract
