Events of Default Remedies. (a) The following shall constitute Events of Default: (1) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement; (2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable; (3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable; (4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due; (5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator; (6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days; (7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure; (8) Default or termination of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator; (9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator. (10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control. (11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder. (b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.
Appears in 10 contracts
Samples: Hotel Management Agreement (Condor Hospitality Trust, Inc.), Hotel Management Agreement (Condor Hospitality Trust, Inc.), Hotel Management Agreement (Condor Hospitality Trust, Inc.)
Events of Default Remedies. The existence or occurrence of one or more than one of the following events shall constitute an “Event of Default” under this Note and Pledge:
(a) The following shall constitute Events the failure by Maker to make any payment of Default:
(1) The failure of Operator to diligently principal when due under this Note and efficiently operate the Hotel Pledge in accordance with the provisions of this Agreementterms hereof;
(2b) The the failure by Maker to make any payment of Operator to pay any amount to Lessee provided for herein for a period of interest due under this Note and Pledge in accordance with the terms hereof within five (5) days after of written notice by Lessee of failure from Holder to pay such sum when payableMaker;
(3c) The failure any representation or warranty made or deemed made by Maker to Holder herein is incorrect in any material respect on the date as of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay which such sum when payablerepresentation or warranty was made or deemed made;
(4d) The filing of a voluntary petition Maker fails to observe or perform any material covenant, obligation, condition or agreement contained in suspension of paymentsthis Note and Pledge, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for other than the relief of debtors or admits covenants specified in writing its inability to pay its debts as they become due;
clauses (5a) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty and (60b) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assetsabove, and such order, judgment or decree shall continue unstayed and in effect failure continues for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failureto Maker;
(8) Default e) the involuntary filing against or termination voluntary filing by Maker of a petition or application for relief under federal bankruptcy law or any similar state or federal law, or the franchise license for a Hotel as a result issuance of any actionwrit of garnishment, replevin, execution or failure attachment for service with respect to actMaker or any property of Maker, on the part provided that such receiver, trustee, custodian, conservator, bankruptcy petition, writ of Operatorgarnishment, replevin, execution or attachment is not removed or dismissed within sixty (60) days of issuance;
(9f) Failure the failure by Operator Maker to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any provide Holder with written notice of the Hotels receives a “failure” or its equivalent in any quality inspection report from occurrence of any of the Franchisors, if events in the foregoing clause (e) within five (5) days of Maker becoming aware of such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) event. Upon the occurrence of any Event of Default: (i) the entire unpaid principal balance due and owing under this Note and Pledge, together with all accrued but unpaid interest thereon, and all other amounts payable hereunder, shall, at the nondefaulting party shall give option of Holder upon written notice to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice andMaker, upon the expiration of such periodimmediately become due and payable, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11ii) of subsection (a) above, unless a specific right of termination is specified elsewhere Holder shall have and may exercise any and all rights and remedies available at law or in equity and also any and all rights and remedies provided in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly Note and with all due diligence cure the default Pledge or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any feeapplicable law.
Appears in 4 contracts
Samples: Promissory Note and Pledge Agreement (4Front Ventures Corp.), Membership Interest Purchase Agreement (4Front Ventures Corp.), Promissory Note and Pledge Agreement
Events of Default Remedies. (a) The following shall constitute Events of Default:
(1) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
(8) Default or termination Loss of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) and (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.
Appears in 4 contracts
Samples: Hotel Management Agreement (Supertel Hospitality Inc), Hotel Management Agreement (Supertel Hospitality Inc), Hotel Management Agreement (Supertel Hospitality Inc)
Events of Default Remedies. (a) The following shall constitute Events of Default:
(1) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
(8) Default or termination of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels Hotel receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting non-defaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.
Appears in 4 contracts
Samples: Hotel Management Agreement (Condor Hospitality Trust, Inc.), Hotel Management Agreement (Condor Hospitality Trust, Inc.), Hotel Management Agreement (Condor Hospitality Trust, Inc.)
Events of Default Remedies. (a) The If any of the following shall events occurs, it is hereby defined as and declared to be and to constitute Events an "Event of Default":
A. Borrower shall fail to make any payment of principal, interest or other amount under the Note, when due whether at maturity, upon acceleration, or otherwise, and such default shall continue for three (13) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5) days Business Days after written notice by Lessee of failure to pay such sum when payable;
Borrower from Lender (except that Borrower shall not be entitled to said three (3) The failure Business Day notice period more than twice in any twelve (12) calendar month period); or
B. Borrower shall default in the payment of Lessee to pay any amount to Operator provided of the other Obligations when due, and such default shall continue for herein for a period of five ten (510) days Business Days after written notice by Operator of failure to pay such sum when payable;Borrower from Lender; or
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator C. An order for relief shall be entered against Borrower or any entity which owns Subsidiary by any United States Bankruptcy Court; or controls such party Borrower or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to Subsidiary shall generally not pay its debts as they become due;
due (5within the meaning of 11 U.S.C. 303(h) The as at any time amended or any successor statute thereto) or make an assignment for the benefit of creditors; or Borrower or any Subsidiary shall apply for or consent to an involuntary petition in bankruptcy the appointment of a custodian, receiver, trustee, or similar officer for it or for all or any substantial part of its Property; or such custodian, receiver, trustee, or similar officer shall be appointed without the failure application or consent of Borrower or such Subsidiary and such appointment shall continue undischarged for a period of sixty (60) calendar days; or Borrower or such Subsidiary shall institute (by petition, application, answer, consent, or otherwise) any bankruptcy, insolvency, reorganization, moratorium, arrangement, readjustment of debt, dissolution, liquidation or similar proceeding relating to vacate it under the laws of any jurisdiction; or any such proceeding shall be instituted (by petition, application, or otherwise) against Borrower or such Subsidiary and shall remain undismissed for a period of sixty (60) calendar days; or any judgment, writ, warrant of attachment, execution, or similar process shall be issued or levied against a substantial part of the Property of Borrower or such Subsidiary and such judgment, writ, or similar process shall not be released, vacated, or fully bonded within sixty (60) calendar days from after its issue or levy; or
D. Borrower shall be in breach of any other agreement, covenant, obligation, representation or warranty hereunder or with respect to any of the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assetsLoan Documents, and such order, judgment or decree breach shall continue unstayed and in effect for a period of one hundred twenty (12020) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any Business Days after whichever of the other covenants, undertakings, obligations or conditions set forth in this Agreementfollowing dates is the earliest: (i) the date on which Borrower gives notice of such breach to Lender, and (ii) the continuance date on which Lender gives notice of any such default breach to Borrower; provided, however, such twenty (20) Business Day period may be extended for a period of up to an additional thirty (30) calendar days after written notice of if and only if Lender extends such failure;
time period in writing following Lender's good faith determination that (8) Default or termination of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9X) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any Borrower is continuously and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue diligently taking action to cure such default breach, and (Y) such breach cannot be cured within such ten the initial twenty (10) day 20)-day cure period; provided, in or
E. The aggregate book value of the case Borrower's assets shall at any time be less than (1) $50,000,000 minus (2) the product of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection $50,000,000 multiplied by the Franchisor within six Cash Collateral Factor.
F. The aggregate market value of the Borrower's assets shall at any time be less than (61) $75,000,000 minus (2) the product of $75,000,000 multiplied by the Cash Collateral Factor.
G. The Debt Service Coverage Ratio measured on a quarterly basis for the previous twelve (12) months following the failed inspection. If such default shall not be capable of being cured within such ten less than (101) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In 5.0 minus (b) the event such default is not cured product of 5.0 multiplied by the expiration Cash Collateral Factor, to
H. The ratio of such period, (1) the non-defaulting period may terminate this Agreement effective upon expiration Borrower's Indebtedness to (2) the aggregate market value of such period without penalty or payment the Borrower's assets shall at any time exceed (a) sixty percent (60.0%) minus (b) the product of any fee.sixty percent (60.0%) multiplied
Appears in 2 contracts
Samples: Loan Agreement (Stratus Properties Inc), Loan Agreement (Stratus Properties Inc)
Events of Default Remedies. (a) The following shall constitute Events of Default:
(1) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five ten (510) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five ten (510) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s 's assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
(8) Default or termination of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels Hotel for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels Hotel receives a “"failure” " or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s 's reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting non-defaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s 's termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.
Appears in 2 contracts
Samples: Hotel Management Agreement (Condor Hospitality Trust, Inc.), Purchase and Sale Agreement (Condor Hospitality Trust, Inc.)
Events of Default Remedies. (a) The following shall constitute Events of Default:
(1) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
(8) Default or termination Loss of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (119) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event breach in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.
Appears in 2 contracts
Samples: Hotel Management Agreement (Supertel Hospitality Inc), Hotel Management Agreement (Humphrey Hospitality Trust Inc)
Events of Default Remedies. (a) The following shall constitute Events of Default:
(1) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s 's assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
(8) Default or termination Loss of the franchise license for a Hotel solely as a result of any action, or failure to act, on the part of Operator;
(9) Failure of either Lessee or Operator to comply with the provisions of Article XIX;
(10) Failure of Operator to pay, when due, all real property and personal property taxes in accordance with the provisions of Section 12(d) of the Lease Termination Agreement dated December 31, 2001 among Operator, Supertel Hospitality Management, Inc., Xxxxxxxx Hospitality Trust, Inc., Xxxxxxxx Hospitality Limited Partnership, E & P Financing Limited Partnership, Solomons Beacon Inn Limited Partnership and Lessee; or
(11) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event breach in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) ), (8) or (8) 9) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.
Appears in 2 contracts
Samples: Hotel Management Agreement (Humphrey Hospitality Trust Inc), Hotel Management Agreement (Humphrey Hospitality Trust Inc)
Events of Default Remedies. (a) 7.1 The following shall constitute “Events of Default” under this Agreement:
7.1.1 Failure by the Borrower to make any payment required under this Agreement when the same becomes due and payable (1whether at maturity, by acceleration or otherwise) The and the continuation of such failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five thirty (530) days after written notice by Lessee thereafter;
7.1.2 the Borrower voluntarily liquidates;
7.1.3 the Borrower pursuant to or within the meaning of failure to pay such sum when payableany Bankruptcy Law:
(a) commences a voluntary case or proceeding;
(3b) The failure consents to the entry of Lessee to pay any amount to Operator provided an order for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payablerelief against it in an involuntary case or proceeding;
(4c) The filing consents to the appointment of a voluntary petition in suspension Custodian of payments, bankruptcy it or insolvency by either Lessee for all or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself substantially all of any federal or state laws its property;
(d) makes general assignment for the relief benefit of debtors or admits in writing its inability creditors;
(e) generally is unable to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any 7.1.4 a court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment jurisdiction enters an order or decree shall continue (that remains unstayed and in effect for a period of one hundred twenty sixty (12060) consecutive days) under any Bankruptcy Law that:
(a) is for relief against the Borrower in an involuntary case or proceeding;
(7b) The failure of either Lessee or Operator to perform, keep or fulfill any appoints a Custodian of the Borrower or for all or substantially all of its property; or
(c) orders the liquidation of Borrower; or
7.1.5 the Borrower uses an Advance for any purpose other covenantsthan a Permitted Use.
7.2 If an Event of Default specified in Section 7.1.1 or Section 7.1.5 shall have occurred and be continuing, undertakingsthe Lender may, obligations or conditions set forth at its option, by notice in writing to the Borrower (the “Acceleration Notice”), declare the termination of this Agreement, Agreement and the continuance entire outstanding principal amount of any such default for the Loans and the interest accrued thereon to be due and payable upon the date which is five Business Days after the date of delivery by the Lender to the Borrower of a period of thirty (30) days after written notice of acceleration, and upon any such failure;
(8) declaration the same shall become due and payable at such time. If an Event of Default specified in Section 7.1.2, 7.1.3 or termination 7.1.4 hereof occurs, this Agreement shall automatically terminate and the principal balance of the franchise license for a Hotel as a result of Loans and the accrued and unpaid interest thereon shall become due and payable immediately without any action, declaration or failure to act, other act on the part of Operator;
(9) Failure by Operator to paythe Lender and without presentment, when duedemand, protest or other notice or action of any kind, all of which are hereby expressly waived. If any Event of Default shall have occurred and be continuing, the accounts payable Lender may proceed to protect and enforce its rights either by suit in equity or by action at law, or both, whether for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any specific performance of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination provision of this Agreement and Operator’s rights hereunder.
(b) Upon or in aid of the occurrence exercise of any Event of Default, the nondefaulting party shall give power granted to the defaulting party notice of its intention to terminate Lender under this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.Agreement
Appears in 2 contracts
Samples: Revolving Facility Agreement (OCI Partners LP), Intercompany Revolving Facility Agreement (OCI Partners LP)
Events of Default Remedies. (a) The following shall constitute Events of Default:
(1) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
(8) Default or termination of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels Hotel receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting non-defaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.
Appears in 2 contracts
Samples: Hotel Management Agreement (Condor Hospitality Trust, Inc.), Hotel Management Agreement (Condor Hospitality Trust, Inc.)
Events of Default Remedies. Each of the following events constitutes an "Event of Default" for purposes of this Agreement:
(a) The following shall constitute Events if three (3) consecutive payments of Default:
(1) The failure of Operator the Quarterly Revenue Share Amount due to diligently and efficiently operate the Hotel Investor are not paid by the Company into the Holding Account for further distribution to the Investor on or prior to the due date, to the extent the delay is not excused, as defined in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein , and each such non-payment continues for a period of five (5) business days after written notice by Lessee thereafter, regardless of failure to pay such sum when payablewhether any previous payments remain outstanding;
(3b) The failure if any one (1) payment of Lessee the Quarterly Revenue Share Amount due to pay the Investor is not paid by the Company into the Holding Account for further distribution to the Investor on or prior to the due date, to the extent the delay is not excused, as defined in this Agreement, and the non-payment continues for a period of sixty (60) days thereafter;
(c) an involuntary proceeding has been commenced or an involuntary petition has been filed seeking (i) liquidation, reorganization or other relief in respect of the Company or any amount of its debts, or of a substantial part of its assets, under any 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 the Company or for a substantial part of its assets, and, in any such case, such proceeding or petition has continued undismissed for sixty (60) days or an order or decree approving or ordering any of the foregoing has been entered;
(d) the Company has (i) voluntarily commenced any proceeding or filed any petition seeking liquidation, reorganization or other relief under any federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect, (ii) consent to Operator provided the institution of, or fail to contest in a timely and appropriate manner, any proceeding or petition described in clause (c) immediately above, (iii) apply for herein or consent to the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official for the Company 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;
(e) if (i) the Company breaches any other covenant of the Company contained in this Agreement, and such breach continues for a period of five (5) business days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of paymentsthe Investor, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, Administrative Agent on the application of a creditorInvestor's behalf, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after delivers written notice of such failure;
(8) Default or termination of the franchise license for a Hotel as a result of any actionbreach to the Company, or failure to act, on the part of Operator;
(9ii) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” any representation or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere warranty made in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default Company shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) materially incorrect when made or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any feedeemed made.
Appears in 1 contract
Samples: Investment Agreement
Events of Default Remedies. (a) The A. Prior to substantial completion of the Project, the occurrence of one or more of the following shall will constitute Events an event of Defaultdefault by Xxxxxxx:
(1i) The failure In the event that Xxxxxxx should fail to complete construction of Operator to diligently and efficiently operate the Hotel Project in accordance with the provisions Plans and Specifications and in compliance with all Applicable Laws by the Completion Deadline Date, subject to Xxxxxxxxxx’x and CMCC’s performance of their obligations under the Ground Lease and this AgreementSublease;
(2ii) The failure If Xxxxxxx shall default in the performance of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill compliance with any of the other covenants, undertakingsagreements, obligations terms or conditions set forth contained in this AgreementSublease or which apply to Xxxxxxx pursuant to the terms of the Ground Lease (including, but not limited to any failure of Xxxxxxx not to act in accordance with the Community Benefits Standard, as defined in Article IV of the Ground Lease) and the continuance of any such default shall continue for a period of thirty (30) days after written notice of such failure;
(8) Default or termination of thereof from CMCC, or, in the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration case of a default, although curable, which cannot with due diligence be cured within such period of ten thirty (1030) days from such date of notice anddays, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect Xxxxxxx fails to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly proceed continuously and with all due diligence within such period of thirty (30) days to commence to cure the default or take same and continue action thereafter to cure prosecute the curing of such default continuously and with all due diligence within ninety (90) days after the original written notice of default;
(iii) If Xxxxxxx shall file a voluntary petition in bankruptcy or shall be adjudicated a bankrupt or insolvent or shall file any petition or answer seeking any reorganization, arrangement, recapitalization, readjustment, liquidation, dissolution or similar relief under any present or future Bankruptcy Code or other bankruptcy law or any other present or future applicable federal, state or other statute or law, or shall seek or consent to the appointment of any trustee, receiver or liquidator of Xxxxxxx or of all or any substantial part of its properties or of the Demised Premises, or shall make an assignment for the benefit of creditors;
(iv) If within sixty (60) days after the commencement of any proceedings against Xxxxxxx seeking any reorganization, arrangement, recapitalization, readjustment, liquidation, dissolution or similar relief under the present or any future Bankruptcy Code or other bankruptcy law or any other present or future applicable Federal, state or other statute or law, such ten proceedings shall not have been dismissed, or if, within sixty (1060) day perioddays after the appointment, without the consent of Xxxxxxx, of any trustee, receiver or liquidator of Xxxxxxx, or of all or any substantial part of the Demised Premises, such appointment shall not have been vacated or stayed on appeal or otherwise, or within sixty (60) days after the expiration of any such stay such appointment shall not have been vacated; providedor
(v) Except as otherwise expressly permitted herein, any lien shall be filed of record against the Demised Premises, or Xxxxxxxxxx’x reversion or other interest in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01Demised Premises, the Operator shall cure Buildings or Improvements, or any portion of the Hospital and such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default lien shall not be capable of being cured dismissed or bonded within such ten thirty (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (530) days following written notice thereof to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. Xxxxxxx.
B. In the event such of Xxxxxxx’x default is not cured by the expiration of such hereunder beyond any applicable grace period, CMCC will have whatever rights are available to CMCC at law or in equity, including, without limitation, the non-defaulting period may right to seek specific performance, injunctive or other equitable relief or remedies. However, upon substantial completion of the Project, neither CMCC nor Xxxxxxxxxx shall be entitled to terminate this Agreement effective upon expiration of such period without penalty Sublease or payment of divest Xxxxxxx’x rights or interests in the Demised Premises, the Building or Improvements for any feereason whatsoever.
Appears in 1 contract
Samples: Construction Sublease (Radiation Therapy Services Holdings, Inc.)
Events of Default Remedies. (a) The following shall constitute Events of Default:
: (1) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
; (2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five ten (510) days after written notice by Lessee of failure to pay such sum when payable;
; (3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five ten (510) days after written notice by Operator of failure to pay such sum when payable;
; (4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
; (5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
; (6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s 's assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
; (7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
; (8) Default or termination of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
; (9) Failure by Operator to pay, when due, the accounts payable for the Hotels Hotel for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.
Appears in 1 contract
Samples: Purchase and Sale Agreement
Events of Default Remedies. (a) The following shall constitute Events of Default:
(1) The failure of Operator to diligently and efficiently operate the a Hotel in accordance with the provisions of this Agreement (other than as a direct result of Lessee's failure to provide adequate funding in accordance with the terms of this Agreement);
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become dueOperator;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s 's assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;32 failure (other than as a direct result of Lessee's failure to provide adequate funding in accordance with the terms of this Agreement); or
(8) Default or termination Subject to the provisions of Section 3.02, loss of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;Operator (other than as a result of Lessee's failure to provide adequate funding in accordance with the terms of this Agreement).
(9) Failure by of the Operator to pay, when due, receive the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any Operator Investment prior to commencement of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination term of this Agreement and Operator’s rights hereunderAgreement.
(b) Upon the occurrence of any Except as is otherwise stated in Section 17.01(b) if an Event of DefaultDefault with respect to one or more Hotels shall occur under Section 17.01(a)(1) or (8), the nondefaulting party shall may give to the defaulting party notice of its intention to terminate this Agreement with respect to such Hotel(s) after the expiration of a period of ten thirty (1030) days from such date of notice and, upon the expiration of such period, this Agreement shall expire. If an Event of Default shall occur under Section 17.01(a)(2), (3), (4), (5), (6) or (7), the nondefaulting party may give to the defaulting party notice of its intention to terminate this Agreement with respect to any or all of the Hotels subject to this Agreement and expire without penaltyif such default has not been cured after the expiration of any cure period explicitly stated herein, this Agreement shall expire. If, however, with respect to the Events of Default referred to in items (1), (4Section 17.01(a)(4), (5), (6), (7), (9) (10) and (11) of subsection (a7) above, unless a specific right of termination is specified elsewhere in this Agreement for the event breach in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspectiondays. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five sixty (560) days to cure any such default unless otherwise extended by the non-defaulting partyLessee and after such additional cure period if such default has not been cured, then this Agreement shall expire. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3Section 17.01(a)(2) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee3).
Appears in 1 contract
Events of Default Remedies. (a) The following shall constitute Events of Default:
(1) The failure of Operator to diligently and efficiently operate the a Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become dueOperator;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s 's assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;; or
(8) Default or termination Subject to the provisions of Section 3.02, loss of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
Operator (9) Failure by Operator other than as a result of Lessee's failure to pay, when due, provide adequate funding in accordance with the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination terms of this Agreement and Operator’s rights hereunderAgreement).
(b) Upon the occurrence of any If an Event of DefaultDefault with respect to one or more Hotels shall occur under Section 17.01(a)(1) or (8), the nondefaulting party shall may give to the defaulting party notice of its intention to terminate this Agreement with respect to such Hotel(s) after the expiration of a period of ten thirty (1030) days from such date of notice and, upon the expiration of such period, this Agreement shall expire. If an Event of Default shall occur under Section 17.01(a)(2), (3), (4), (5), (6) or (7), the nondefaulting party may give to the defaulting party notice of its intention to terminate and expire without penaltythis Agreement with respect to any or all of the Hotels subject to this Agreement. If, however, with respect to the Events of Default referred to in items (1Section 17.01(a)(1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) 8) above, unless a specific right of termination is specified elsewhere in this Agreement for the event breach in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting partyLessee. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3Section 17.01(a)(2) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee3).
Appears in 1 contract
Samples: Hotel Management Agreement (RFS Hotel Investors Inc)
Events of Default Remedies. SECTION 8.01 Events of Default. Each of the following shall constitute an "Event of Default":
(a) The following shall constitute Events of Default:
Borrower fails to make any payment due from Borrower on any Note or under any other Basic Document (1) The failure of Operator to diligently including any Interest Supplement and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5due under section 4.04 hereof) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5b) The consent any representation or warranty made by Borrower in the Basic Documents, or in any certificate or other document that it furnishes pursuant to an involuntary petition the Basic Documents, proves to have been incorrect in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operatormaterial respect when made;
(6c) The entering Borrower fails to maintain the insurance required by the terms of the Mortgage;
(d) the Delta Agreement is voluntarily terminated, or is amended to the detriment of Borrower;
(e) Borrower fails to provide Lender with the Officer's Certificate required by section 6.01(c) or 6.06(b) within 10 days after any of Borrower's officers obtains notice of a Default or the ERISA-related event or circumstance occurs, respectively;
(f) Borrower fails to perform any other material covenant or agreement in the Basic Documents (including section 6.09 hereof), and (if remediable) such failure to perform continues for 30 days after Borrower's receipt of notice of such default from Lender;
(g) Borrower (1) applies for or consents to the appointment of, or the taking of possession by, a receiver, custodian, trustee, or liquidator of itself or of all or a majority of its property, (2) makes a general assignment for the benefit of its creditors, (3) commences a voluntary case under the federal Bankruptcy Code (as now or hereafter in effect), (4) files a petition seeking to take advantage (as debtor) of any other law relating to bankruptcy, insolvency, reorganization, winding-up, or composition or readjustment of debts, or (5) fails to controvert in a timely manner, or acquiesces in writing to, any petition filed against it in an orderinvoluntary case under the federal Bankruptcy Code;
(h) a proceeding or case is commenced, judgment without Borrower's application or decree by consent, in any court of competent jurisdiction, on seeking (l) its liquidation, reorganization, dissolution, or winding-up, or the application composition or readjustment of its debts (2) the appointment of a creditortrustee, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee custodian, liquidator, or liquidator the like of Borrower or of all or a substantial part majority of such party’s its assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
(8) Default or termination of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) similar relief in respect of subsection (a) above. In the event such default is not cured by the expiration of such periodBorrower under any law relating to bankruptcy, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.insolvency,
Appears in 1 contract
Samples: Credit Agreement (Asa Holdings Inc)
Events of Default Remedies. (a) The If any one of the following shall constitute Events events --------------------------- (each, an "Event of Default:
") shall occur, then to the extent permitted by ---------------- applicable law, the Lender shall have the right to exercise any one or more of the remedies set forth in Section 17(b) hereof: (1i) The the Borrower fails to make ------------- any payment when due and such failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein continues for a period of five (5) ten days after written notice by Lessee of failure hereunder or any Obligor fails to pay when due any of the Obligations and such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein continues for a period of five ten days; or (5ii) days after written notice by Operator of failure an Obligor fails to pay such sum when payable;
observe or perform (4A) The filing of a voluntary petition in suspension of paymentsany other agreement or obligation to be observed or performed hereunder or under any Loan Schedule or other agreement, bankruptcy document or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for instrument delivered to the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition Lender by or against either Lessee or Operator;
(6) The entering on behalf of an order, judgment Obligor or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator otherwise relating to perform, keep or fulfill any of the other covenantsObligations (collectively, undertakingsthe "Other Documents"), obligations or conditions and --------------- unless expressly set forth in this AgreementAgreement or any Loan Schedule, and the continuance of any such default failure continues uncured for a period of thirty (30) days after written following notice by Lender; or (B) any other obligation of an Obligor to the Lender and unless expressly set forth in this Agreement or any Loan Schedule, such failure;
failure continues uncured for thirty (8) Default 30) days following notice by Lender; or termination (iii) any representation or warranty made by or on behalf of any Obligor in this Agreement or any Loan Schedule or in any of the franchise license for a Hotel as a result Other Documents shall at any time prove to have been incorrect or untrue when made; or (iv) an Obligor makes any misrepresentation to the Lender or fails to disclose to the Lender any material fact in connection with this Agreement or any Loan Schedule or otherwise, either contemporaneously herewith or at any time prior or subsequent to the execution hereof; or (v) an Obligor breaches any warranty or agreement contained herein or in any of the Other Documents, including, without limitation, the Borrower's failure to obtain or maintain any insurance required by the Lender hereunder; or (vi) Borrower defaults in the performance or observation of any actionmaterial term, condition or covenant of its loan agreement, with Silicon Valley Bank ("SVB"), and SVB accelerates the obligations of Borrower due thereunder, or failure if Borrower is in default in the payment of any obligation in excess of $75,000.00 with respect to actany other loan agreement, on the part of Operator;
indenture, trust agreement, lease or similar agreement to which it is a party or by which Borrower is bound and such default continues beyond any applicable cure period; (9vii) Failure by Operator an Obligor fails to pay, withhold, collect or remit when dueasserted or due any tax, the accounts assessment or other sum payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events Collateral or any security for any of Default referred the Obligations (including, without limitation, any premium on any insurance policy with respect to any of the Collateral or any security for any of the Obligations, or any insurance policy assigned to the Lender as security for any of the Obligations) except any of the foregoing which is being contested in items (1), (4), (5), (6), (7), (9) (10) good faith and (11) by appropriate proceedings which serve as a matter of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action law to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.stay the
Appears in 1 contract
Samples: Master Note and Security Agreement (SQL Financials International Inc /De)
Events of Default Remedies. In respect of any Loan, the occurrence of any of the following events shall constitute an “Event of Default” under this Agreement:
(a) The following shall constitute Events Debt Balance and any other outstanding obligations of Default:
(1) The the Borrower are not fully repaid on or before the Maturity Date, and such failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein continues unremedied for a period of five (5) 30 days after written the earlier of the date on which the Borrower receives notice by Lessee of failure to pay such sum when payablethereof from the Agent and the date the Borrower becomes aware thereof;
(3b) The At any time the annualized Cumulative Loss Rate for the Customer Loan Assets is equal to or greater than 14%, and such failure of Lessee to pay any amount to Operator provided for herein continues unremedied for a period of five (5) days 5 Business Days after written the earlier of the date on which the Borrower receives notice by Operator of failure to pay such sum when payablethereof from the Agent and the date the Borrower becomes aware thereof;
(4c) The filing Debt Balance of the Loan exceeds the lesser of the Borrowing Base and the Maximum Facility Amount, and such failure continues unremedied for a voluntary petition in suspension period of payments30 days after the earlier of the date on which the Borrower receives notice thereof from the Agent and the date the Borrower becomes aware thereof;
(d) Interest accrued pursuant to Section 2.1(f) or, bankruptcy or insolvency by either Lessee or Operator or any entity Section 7.2 is not paid on the date due hereunder, and such failure continues unremedied for a period of 5 Business Days after the earlier of the date on which owns or controls such party or if any such party otherwise voluntarily avails itself the Borrower receives notice thereof from the Agent and the date the Borrower becomes aware thereof;
(e) Any failure on the part of any federal Loan Party to duly perform or state laws observe any material terms, conditions, covenants or agreements of it set forth in any Loan Document, and if such failure is capable of being remedied, such failure continues unremedied for a period of 10 Business Days after the relief earlier of debtors the date on which the Borrower receives notice thereof from the Agent and the date the Borrower becomes aware thereof;
(f) The failure by the Borrower or admits in writing its inability Parent to generally pay its debts as they become due, the admission in writing by the Borrower or Parent of its inability to pay its debts generally or the making by the Borrower or Parent of an assignment for the benefit of its creditors;
(5g) The consent Any representation or warranty made by any Loan Party in or pursuant to an involuntary petition any Loan Document proves to have been false, misleading or incorrect in bankruptcy any material respect when made and, if capable of being cured, has not been cured within 5 Business Days after the earlier of the date notice thereof has been delivered to the Borrower and the date the Borrower becomes aware thereof;
(h) One or more judgments or decrees shall be entered against any Loan Party involving in the failure aggregate a liability (not paid or fully covered by insurance as to vacate which the relevant insurance company has acknowledged coverage) of $50,000 or more, and all such judgments or decrees shall not have been vacated, discharged, stayed or bonded pending appeal within sixty (60) 30 days from the date entry thereof;
(i) Any Security Document shall for any reason fail to create a valid and perfected first priority security interest in any collateral purported to be covered thereby, or any Security Document shall fail to remain in full force or effect or any action shall be taken to discontinue or to assert the invalidity or unenforceability of entry thereof any order approving an involuntary petition Security Document, or any Loan Party shall fail to comply with any of the terms or provisions of any Security Document;
(j) Any material provision of any Loan Document for any reason ceases to be valid, binding and enforceable in accordance with its terms;
(k) The filing by the Borrower of a notice of intention to make a proposal under the Bankruptcy and Insolvency Act (Canada), the Companies’ Creditors Arrangement Act (Canada) or other similar legislation in the applicable jurisdiction, to some or all of its creditors;
(l) The commencement or filing of a petition, notice or application by or against either Lessee the Borrower or Operator;
(6) The entering Parent of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator proceedings to adjudicate it a bankrupt or insolvent or appointing seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief or composition of it or its debts under any Law of any jurisdiction, whether now or after the date of this Agreement in effect, relating to the dissolution, liquidation or winding up, bankruptcy, insolvency, reorganization of insolvent debtors, arrangement of insolvent debtors, readjustment of debt or moratorium of debts, or to obtain an order for relief by the appointment of a judicial receiver, receiver manager, administrator, inspector, liquidator or trustee or liquidator of all other similar official for it or a for any substantial part of its property and, if any such party’s assetsproceeding has been instituted against the Borrower or Parent, either such proceeding has not been stayed or dismissed within 45 days or any of the actions sought in such proceeding (including the entry of an order for relief or the appointment of a receiver, trustee, custodian or other similar official) are granted in whole or in part, or the performance by the Servicer of any act, or the omission to perform any act, that authorizes or indicates its consent to, approval of or acquiescence in, any such proceeding;
(m) The Borrower, TPFM or the Parent fails to pay any principal or interest in respect of any indebtedness (including any guarantee obligation, but excluding indebtedness outstanding under this Agreement) when due and such orderfailure continues after the applicable grace period, judgment if any, specified in the agreement or decree shall continue unstayed instrument relating to such indebtedness and in effect such failure continues unremedied for a period of one hundred twenty (120) consecutive days30 days after the earlier of the date on which the Borrower, TPFM or the Parent receives notice thereof from the Agent and the date the Borrower, TPFM or the Parent becomes aware thereof;
(7n) The failure of either Lessee Borrower, TPFM or Operator the Parent fails to performperform or observe any other covenant, keep term, condition or fulfill agreement relating to any of the other covenantsindebtedness (including any guarantee obligation, undertakings, obligations or conditions set forth in but excluding indebtedness under this Agreement), and or any other event occurs or condition exists, the continuance effect of any such default for a period of thirty (30) days after written notice which is to cause, or to permit the holder or beneficiary of such failure;
(8) Default or termination debt to cause, with the giving of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisorsnotice, if required, such deficiencies are within Operator’s reasonable control.
debt to become due prior to its stated maturity (11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; providedor, in the case of an event described in Section 17.01(a)(10any guarantee obligation, to become payable); or any such debt is declared to be due and payable, or required to be prepaid prior to the stated maturity thereof, and subject to Lessee’s termination rights pursuant to Section 16.01such failure continues unremedied for a period of 30 days after the earlier of the date on which the Borrower, TPFM or the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by Parent receives notice thereof from the Franchisor within six Agent and the date the Borrower, TPFM or the Parent becomes aware thereof; or
(6o) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any feeA Material Adverse Effect.
Appears in 1 contract
Samples: Credit Agreement
Events of Default Remedies. The occurrence of any of the following events shall constitute an Event of Default hereunder with respect to the Securities of any particular series:
(a) The following with respect to Pre-Amendment Securities, a court having jurisdiction in the premises shall constitute Events have entered a decree or order for relief in respect to the Corporation in an involuntary case under any applicable bankruptcy, insolvency or other similar law now or hereafter in effect of Default:
(1) The failure the United States of Operator to diligently America or any political subdivision thereof, and efficiently operate the Hotel such decree or order shall have continued unstayed and in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein effect for a period of five (5) days after written notice by Lessee sixty consecutive days; or, a decree or order of failure to pay a court having jurisdiction in the premises for the appointment of a receiver, liquidator, trustee, assignee, custodian, sequestrator or other similar official of the Corporation or of all or substantially all of the property of the Corporation, or for the winding up or liquidation of the affairs of the Corporation, shall have been entered, and such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein decree or order shall have continued unstayed and in effect for a period of five (5) days after written notice by Operator sixty consecutive days; or, with respect to Post-Amendment Securities, a court having jurisdiction in the premises shall have entered a decree or order for relief in respect to the Corporation in an involuntary case under any applicable bankruptcy, insolvency or reorganization law now or hereafter in effect of failure to pay the United States of America or any political subdivision thereof, and such sum when payable;decree or order shall have continued unstayed and in effect for a period of sixty consecutive days; or
(4b) The filing of with respect to Pre-Amendment Securities, the Corporation shall commence a voluntary petition case under any applicable bankruptcy, insolvency or other similar law now or hereafter in suspension effect of paymentsthe United States of America or a political subdivision thereof, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if consent to the entry of an order for relief in an involuntary case under any such party otherwise voluntarily avails itself law, or, consent to the appointment or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of the Corporation or of all or substantially all of the property of the Corporation, or make any federal or state laws general assignment for the relief benefit of debtors creditors, or admits admit in writing its inability to pay its debts generally as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
(8) Default or termination of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however; or, with respect to Post-Amendment Securities, the Events Corporation shall commence a voluntary case under any applicable bankruptcy, insolvency or reorganization law now or hereafter in effect of the United States of America or a political subdivision thereof, or consent to the entry of an order for relief in an involuntary case under any such law; or
(c) any other Event of Default referred specifically provided by the terms of the Securities of such series. principal amount of the Securities of that series then outstanding hereunder, by notice in writing to in items the Corporation (1and to the Trustee if given by Securityholders), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for may declare the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; providedprincipal or, in the case of an event described Discounted Securities, such amount of principal as may be provided for in Section 17.01(a)(10)such Securities, of all the Securities of that series to be due and payable in cash immediately, and upon any such declaration the same shall become and shall be immediately due and payable, anything in this Indenture or in the Securities of that series contained to the contrary notwithstanding. This provision, however, is subject to Lessee’s termination rights the conditions that if, at any time after such principal or such amount of principal, as the case may be, shall have been so declared due and payable, and before any judgment or decree for the payment of the moneys due shall have been obtained or entered as hereinafter provided, the Corporation shall pay or shall deposit with the Trustee a sum sufficient to pay all matured installments of interest upon all Securities of that series and the sum in cash or, if applicable, Capital Securities then required pursuant to Section 16.01the terms of such Securities equal to the principal of (and premium, if any, on) any and all Securities of that series which shall have become due otherwise than by acceleration (with interest on overdue installments of interest) (to the extent that payment of such interest is enforceable under applicable law) and on such principal (and premium, if any) at the rate of interest (or, in the case of Discounted Securities, at the Yield to Maturity) borne by such Securities, to the date of such payment or deposit, and the expenses of the Trustee, and any and all defaults under this Indenture with respect to the Securities of that series, other than the nonpayment of principal of (and premium, if any) and accrued interest on the Securities of that series which shall have become due by acceleration shall have been remedied - then and in every such case the holders of a majority in aggregate principal amount of the Securities of that series then outstanding, by written notice to the Corporation and to the Trustee, may waive all defaults and rescind and annul such declaration and its consequences; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent default, or shall impair any right consequent thereon. In case the Trustee shall have proceeded to enforce any right under this Indenture and such proceedings shall have been discontinued or abandoned for any reason or shall have been determined adversely to the Trustee, then and in every such case the Corporation and the Trustee shall be restored respectively to their several positions and rights hereunder, and all rights, remedies and powers of the Corporation and the Trustee shall continue as though no such proceeding has been taken. Upon declaration by the Trustee or receipt by the Trustee of any written declaration of acceleration, or waiver, rescission, and annulment thereof, with respect to Securities of a series all or part of which is represented by a Global Security, the Operator Trustee shall cure such default by receipt establish a record date for determining holders of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure outstanding Securities of such defaultseries entitled to join in such declaration of acceleration, or waiver, rescission, and annulment, which record date shall be at the close of business on the day the Trustee receives such declaration of acceleration, or waiver, rescission, and annulment, as the case may be. The holders on such record date, or their duly designated proxies, and only such Persons, shall be entitled to join in such declaration of acceleration, or waiver, rescission, and annulment, as the case may be, whether or not such holders remain holders after such record date; provided, that unless such declaration of acceleration, or waiver, rescission, and annulment, as the case may be, shall have become 38 31 effective by virtue of the requisite percentage having been obtained prior to the day which is 90 days after such record date, such party declaration of acceleration, or waiver, rescission, and annulment, as the case may be, shall have an additional five (5) days to cure automatically and without further action by any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not holder be available for the curing cancelled and of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any feeno further effect.
Appears in 1 contract
Samples: Indenture (J P Morgan Chase & Co)
Events of Default Remedies. SECTION 8.01 Events of Default. Each of the following shall constitute an "Event of Default":
(a) The following shall constitute Events of Default:
Borrower fails to make any payment due from Borrower on any Note or under any other Basic Document (1including under section 4.04 hereof) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5b) The consent any representation or warranty made by Borrower in the Basic Documents, or in any certificate or other document that it furnishes pursuant to an involuntary petition the Basic Documents, proves to have been incorrect in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operatormaterial respect when made;
(6c) The entering Borrower fails to maintain the insurance required by the terms of an orderthe Mortgage;
(d) the Delta Agreement is voluntarily terminated, judgment or decree is amended to the detriment of Borrower;
(e) Borrower fails to provide Lender with the Officer's Certificate required by section 6.01(c) or 6.06(b) within 10 days after any court of competent jurisdiction, on the application Borrower's officers obtains notice of a creditorDefault or the ERISA-related event or circumstance occurs, adjudicating Lessee respectively;
(f) Borrower fails to perform any other material covenant or Operator agreement in the Basic Documents, and (if remediable) such failure to perform continues for 30 days after Borrower's receipt of notice of such default from Lender;
(g) Borrower (1) applies for or consents to the appointment of, or the taking of possession by, a bankrupt or insolvent or appointing a judicial receiver, trustee custodian, trustee, or liquidator of itself or of all or a substantial part majority of such party’s assetsits property, and such order, judgment or decree shall continue unstayed and in effect for (2) makes a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
(8) Default or termination of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable general assignment for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice benefit of its intention to terminate this Agreement after creditors, (3) commences a voluntary case under the expiration of a period of ten federal Bankruptcy Code (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to as now or hereafter in items (1effect), (4), ) files a petition seeking to take advantage (5), (6), (7), (9) (10) and (11as debtor) of subsection (a) aboveany other law relating to bankruptcy, unless a specific right insolvency, reorganization, winding-up, or composition or readjustment of termination is specified elsewhere in this Agreement for the event in questiondebts, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days fails to cure controvert in a timely manner, or acquiesces in writing to, any such default unless otherwise extended by petition filed against it in an involuntary case under the nonfederal Bankruptcy Code;
(h) a proceeding or case is commenced, without Borrower's application or consent, in any court of competentjurisdiction, seeking (1) its liquidation,reorganization, dissolution, or winding-defaulting party. The procedure set forth in up, or the preceding two sentences shall not be available for the curing composition or readjustment of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.its debts,
Appears in 1 contract
Samples: Credit Agreement (Asa Holdings Inc)
Events of Default Remedies. The occurrence of any of the following shall constitute an "Event of Default" hereunder:
(a) The following shall constitute Events of Default:
(1) The failure of Operator Any Borrower fails to diligently and efficiently operate pay any principal, interest, fees or any other amount payable under the Hotel Notes, hereunder or under any other Facility Document in accordance with the provisions of this Agreementterms thereof and hereof within 10 days after such payment is due;
(2b) The Any Borrower (i) fails to observe or perform any other term of the Notes, this Agreement, any Standby L/C Application or any other Facility Document and such failure of Operator to pay any amount to Lessee provided observe or perform continues for herein for a period of five (5) more than 30 days after written notice such failure shall first become known to any officer of any Borrower, provided, however, that such 30 day cure period shall not apply to (w) any such failure with respect to the covenants set forth in Article VII; (x) any such failure which in the Required Bank's good faith opinion is incapable of cure; (y) any such failure which has previously occurred and not thereafter waived by Lessee of the Banks or cured; or (z) any failure to pay such sum maintain and keep in effect any insurance required by any Facility Document; (ii) makes any materially incorrect or misleading representation, warranty, or certificate to the Agent or the Banks when payablemade; or (iii) makes any materially incorrect or misleading representation in any financial statement or other information delivered to the Agent or the Banks;
(3c) The failure Any event or condition occurs which results in the acceleration of Lessee the maturity of any Debt in excess of $250,000 or enables (or, with the giving of notice, lapse of time or otherwise, would enable) the holder of such Debt or any Person acting on such holder's behalf to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payableaccelerate the maturity thereof;
(4d) The filing A Reportable Event occurs that would permit the PBGC to terminate any employee benefit plan of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator any Borrower or any entity member of its ERISA Group, or the occurrence of an ERISA Event which owns shall not have been cured within 60 days;
(e) Any Borrower becomes insolvent or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability unable to pay its debts as they become due;
(5f) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;Any Borrower
(6i) The entering makes an assignment for the benefit of an order, judgment or decree by any court of competent jurisdiction, on creditors; (ii) consents to the application appointment of a creditorcustodian, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, or trustee for itself or liquidator of all or for a substantial part of its assets; or (iii) commences or consents to any proceeding under any bankruptcy, reorganization, liquidation, insolvency or similar laws of any jurisdiction;
(g) A custodian, receiver or trustee is appointed for any Borrower , or for a substantial part of its assets, without its consent and is not removed within 90 days after such party’s assetsappointment;
(h) Proceedings are commenced against any Borrower under any bankruptcy, reorganization, liquidation, or similar laws of any jurisdiction, and such order, judgment or decree shall continue unstayed and in effect proceedings remain undismissed for a period of one hundred twenty (120) consecutive days90 days after commencement;
(7i) The failure Any judgment is entered against any Borrower, or any attachment, levy or garnishment is issued against any property of either Lessee any Borrower, in excess of $250,000, and which judgment, attachment, levy or Operator to performgarnishment has not been discharged or stayed within 30 days after issuance;
(j) an aggregate change of 20% or more of the shares or other interests in MPW Group owned of record or beneficially by Montx X. Xxxxx, keep or fulfill xxs wife, other members of his immediate family and/or trust(s) for the benefit of any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice foregoing parties occurs because of such failureshares or interest being sold, assigned, pledged, mortgaged, disposed of or otherwise encumbered or transferred without the prior written consent of the Required Banks;
(8) Default or termination of the franchise license for k) a Hotel as a result of any action, or failure to act, on the part of Operator;Change in Control occurs; or
(9l) Failure by Operator other than with respect to paythe Facility Documents, when dueany Borrower defaults under agreement, obligation or instrument between or among any Borrower or any Bank. Upon the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any happening of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event foregoing Events of Default, the nondefaulting party Agent shall give (x) if requested by the Required Banks, by notice to the defaulting party Borrowers, terminate the Commitment of the Banks to make further Loans or issues Standby L/Cs hereunder, and (y) if requested by the Required Banks, by notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon Borrower declare all amounts owing under the expiration of such periodNotes, this Agreement and all other Facility Documents to be, and the same shall terminate thereupon become, immediately due and expire payable without penalty. Ifpresentment, howeverdemand, with respect protest, or other notice of any kind, all of which are hereby waived by the Borrower, and, in addition, the Borrowers shall return, or cause to be returned, all outstanding Standby L/Cs to Bank One or the Borrowers shall provide cash to the Agent, for the ratable benefit of the Banks, to fully collateralize all outstanding Standby L/Cs which are not so returned; provided that in the case of any of the Events of Default referred to specified in items (1clauses 8.1(e), (4f), (5), (6), (7), (9) (10g) and (11h) of subsection (a) aboveabove with respect to any Borrower, unless a specific right of termination is specified elsewhere in without any notice to the Borrowers or any other act by the Agent or the Banks, the Commitment shall thereupon terminate and all amounts owing under the Notes, this Agreement for and all other Facility Documents shall become immediately due and payable without presentment, demand, protest, or other notice of any kind, all of which are hereby waived by the event in question, upon receipt Borrower. Upon the happening of such noticeany of the foregoing Events of Default, the defaulting party Agent and the Banks shall promptly have all of the rights and with remedies provided by any law or agreement. The Borrowers, jointly and severally, shall be liable to the Agent and the Banks for all due diligence cure the default or take reasonable costs and continue action to cure such default within such ten (10) day period; provided, expenses of every kind incurred in the case making or collection of an event described in Section 17.01(a)(10)amounts due hereunder and under the Notes and the other Facility Documents, including, without limitation, reasonable attorneys' fees and subject to Lessee’s termination rights pursuant to Section 16.01court costs. These costs and expenses shall include, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection without limitation, any costs or expenses incurred by the Franchisor within six (6) months following Agent and the failed inspection. If such default shall not be capable of being cured within such ten (10) day periodBanks in any bankruptcy, then provided the defaulting party diligently pursues the cure of such defaultreorganization, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) insolvency or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any feeother similar proceeding.
Appears in 1 contract
Samples: Revolving Credit Loan Agreement (MPW Industrial Services Group Inc)
Events of Default Remedies. (a) 7.1 The following shall constitute “Events of Default” under this Agreement:
7.1.1 Failure by the Borrower to make any payment required under this Agreement when the same becomes due and payable (1whether at maturity, by acceleration or otherwise) The and the continuation of such failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five thirty (530) days after written notice by Lessee thereafter;
7.1.2 the Borrower voluntarily liquidates;
7.1.3 the Borrower pursuant to or within the meaning of failure to pay such sum when payableany Bankruptcy Law:
(a) commences a voluntary case or proceeding;
(3b) The failure consents to the entry of Lessee to pay any amount to Operator provided an order for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payablerelief against it in an involuntary case or proceeding;
(4c) The filing consents to the appointment of a voluntary petition in suspension Custodian of payments, bankruptcy it or insolvency by either Lessee for all or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself substantially all of any federal or state laws its property;
(d) makes general assignment for the relief benefit of debtors or admits in writing its inability creditors;
(e) generally is unable to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any 7.1.4 a court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment jurisdiction enters an order or decree shall continue (that remains unstayed and in effect for a period of one hundred twenty sixty (12060) consecutive days) under any Bankruptcy Law that:
(a) is for relief against the Borrower in an involuntary case or proceeding;
(7b) The failure of either Lessee or Operator to perform, keep or fulfill any appoints a Custodian of the Borrower or for all or substantially all of its property; or
(c) orders the liquidation of Borrower; or
7.1.5 the Borrower uses a Borrowing for any purpose other covenantsthan a Permitted Use.
7.2 If an Event of Default specified in Section 7.1.1 or Section 7.1.5 shall have occurred and be continuing, undertakingsthe Lender may, obligations or conditions set forth at its option, by notice in writing to the Borrower (the “Acceleration Notice”), declare the termination of this Agreement, Agreement and the continuance entire outstanding principal amount of any such default for the Loans and the interest accrued thereon to be due and payable upon the date which is five Business Days after the date of delivery by the Lender to the Borrower of a period of thirty (30) days after written notice of acceleration, and upon any such failure;
(8) declaration the same shall become due and payable at such time. If an Event of Default specified in Section 7.1.2, 7.1.3 or termination 7.1.4 hereof occurs, this Agreement shall automatically terminate and the principal balance of the franchise license for a Hotel as a result of Loans and the accrued and unpaid interest thereon shall become due and payable immediately without any action, declaration or failure to act, other act on the part of Operator;
(9) Failure by Operator to paythe Lender and without presentment, when duedemand, protest or other notice or action of any kind, all of which are hereby expressly waived. If any Event of Default shall have occurred and be continuing, the accounts payable Lender may proceed to protect and enforce its rights either by suit in equity or by action at law, or both, whether for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any specific performance of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination provision of this Agreement and Operator’s rights hereunder.
(b) Upon or in aid of the occurrence exercise of any Event of Default, the nondefaulting party shall give power granted to the defaulting party notice of its intention to terminate Lender under this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.Agreement
Appears in 1 contract
Samples: Intercompany Term Facility Agreement (OCI Partners LP)
Events of Default Remedies. Each of the following events constitutes an "Event of Default" for purposes of this Agreement:
(a) The following shall constitute Events if three (3) consecutive payments of Default:
(1) The failure of Operator the Monthly Revenue Share Amount due to diligently and efficiently operate the Hotel Investor are not paid by the Company into the Holding Account for further distribution to the Investor on or prior to the due date, to the extent the delay is not excused, as defined in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein , and each such non-payment continues for a period of five (5) business days after written notice by Lessee thereafter, regardless of failure to pay such sum when payablewhether any previous payments remain outstanding;
(3b) The failure if any one (1) payment of Lessee the Monthly Revenue Share Amount due to pay the Investor is not paid by the Company into the Holding Account for further distribution to the Investor on or prior to the due date, to the extent the delay is not excused, as defined in this Agreement, and the non-payment continues for a period of sixty (60) days thereafter;
(c) an involuntary proceeding has been commenced or an involuntary petition has been filed seeking (i) liquidation, reorganization or other relief in respect of the Company or any amount of its debts, or of a substantial part of its assets, under any 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 the Company or for a substantial part of its assets, and, in any such case, such proceeding or petition has continued undismissed for sixty (60) days or an order or decree approving or ordering any of the foregoing has been entered;
(d) the Company has (i) voluntarily commenced any proceeding or filed any petition seeking liquidation, reorganization or other relief under any federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in effect, (ii) consent to Operator provided the institution of, or fail to contest in a timely and appropriate manner, any proceeding or petition described in clause (c) immediately above, (iii) apply for herein or consent to the appointment of a receiver, trustee, custodian, sequestrator, conservator or similar official for the Company 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;
(e) if (i) the Company breaches any other covenant of the Company contained in this Agreement, and such breach continues for a period of five (5) business days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of paymentsthe Investor, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, Administrative Agent on the application of a creditorInvestor’s behalf, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after delivers written notice of such failure;
(8) Default or termination of the franchise license for a Hotel as a result of any actionbreach to the Company, or failure to act, on the part of Operator;
(9ii) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” any representation or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere warranty made in this Agreement for by the event in questionCompany shall be materially incorrect when made or deemed made. If an Event of Default occurs under Section 9(a), upon receipt Section 9(b), or Section 9(e) and is continuing, then an amount equal to the Outstanding Debt shall, at the option of such notice, the defaulting party shall promptly and with all due diligence cure Investor (as communicated by the default Investor or take and continue action to cure such default within such ten (10the Administrative Agent on its behalf) day period; providedand, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights Event of Default pursuant to Section 16.019(c) or Section 9(d), the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection automatically, become immediately due and payable by the Franchisor within six (6) months following Company to the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any feeInvestor.
Appears in 1 contract
Samples: Investment Agreement
Events of Default Remedies. The following shall be events of default under this Note (each, an “Event of Default”):
(a) The following shall constitute Events of Default:
(1) The failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator Borrowers fail to pay any principal, interest or other amount to Lessee provided under this Note when due and such failure continues for herein for a period of five twenty (520) calendar days after written notice by Lessee of failure to pay such sum when payablethe Trustees;
(3b) The any representation or warranty made or deemed made by or on behalf of any Borrower in or in connection with this Note shall prove to have been incorrect or misleading in any material respect when made or deemed made;
(c) any Borrower fails to observe or perform any covenant contained in this Note and such failure of Lessee to pay any amount to Operator provided continues for herein for a period of five (5) 20 calendar days after written notice by Operator of failure to pay such sum when payablethe Trustees;
(4d) The filing of a voluntary petition in suspension of paymentsany Borrower (i) liquidates or dissolves, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws (ii) makes an assignment for the relief benefit of debtors creditors or admits in writing its inability to pay its debts as they become due;
, or (5iii) The consent consents to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application appointment of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part substantially all of its assets, is unable to meet debts, or files bankruptcy;
(e) any Borrower shall have filed against it any receivership, bankruptcy, insolvency or other similar proceedings and the same shall not have been stayed or dismissed within 60 days;
(f) any Borrower shall fail to make any payment (whether of principal or interest and regardless of amount) in respect of any Indebtedness in an aggregate amount in excess of $1,000,000, when and as the same shall become due and payable, which failure shall continue beyond any cure period provided under the terms of such party’s assetsIndebtedness;
(g) one or more judgments (not covered by a financially solvent insurance company that has not denied coverage) for the payment of money in an aggregate amount in excess of $1,000,000 (treating any deductible, self-insurance, denied claim, uninsured liability or retention as not so covered) shall be rendered against any Borrower and such order, judgment or decree the same shall continue unstayed and in effect remain undischarged for a period of one hundred twenty (120) 30 consecutive dayscalendar 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 Borrower to enforce any such judgment;
(7i) The failure HCLP (or its assignee, transferee, designee or representative) has commenced or caused to be commenced the exercise or enforcement of either Lessee or Operator to perform, keep or fulfill any of its rights and remedies as a secured creditor under the other covenants, undertakings, obligations or conditions set forth Senior Loan Documents (as defined in this the HCLP Intercreditor Agreement, and the continuance ) with respect to any assets of any Borrower, or (ii) BHI (or its assignee, transferee, designee or representative) has commenced or caused to be commenced the exercise or enforcement of any of its rights and remedies as a secured creditor under the Senior Loan Documents (as defined in the BHI Intercreditor Agreement) with respect to any assets of any Borrower.
(i) any Borrower or Affiliate thereof shall challenge or contest in any action, suit, or proceeding the validity or enforceability of this Note;
(j) an event has occurred that has had or could reasonably be expected to (i) result in a Material Adverse Effect and such default Material Adverse Effect continues and remains uncured for a period of thirty (30) 30 calendar days after written notice of such failure;
to the Trustees or (8) Default or termination of ii) have an effect on the franchise license for a Hotel as a result status of any actionBorrower that would require it to register as an investment company under the Investment Company Act of 1940, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operatoras amended.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.
Appears in 1 contract
Samples: Promissory Note (GWG Holdings, Inc.)
Events of Default Remedies. (a) 7.1 The following shall constitute “Events of Default” under this Agreement:
7.1.1 Failure by the Borrower to make any payment required under this Agreement when the same becomes due and payable (1whether at maturity, by acceleration or otherwise) The and the continuation of such failure of Operator to diligently and efficiently operate the Hotel in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein for a period of five thirty (530) days after written notice by Lessee thereafter;
7.1.2 the Borrower voluntarily liquidates;
7.1.3 the Borrower pursuant to or within the meaning of failure to pay such sum when payableany Bankruptcy Law:
(a) commences a voluntary case or proceeding;
(3b) The failure consents to the entry of Lessee to pay any amount to Operator provided an order for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payablerelief against it in an involuntary case or proceeding;
(4c) The filing consents to the appointment of a voluntary petition in suspension Custodian of payments, bankruptcy it or insolvency by either Lessee for all or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself substantially all of any federal or state laws its property;
(d) makes general assignment for the relief benefit of debtors or admits in writing its inability creditors;
(e) generally is unable to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any 7.1.4 a court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment jurisdiction enters an order or decree shall continue (that remains unstayed and in effect for a period of one hundred twenty sixty (12060) consecutive days) under any Bankruptcy Law that:
(a) is for relief against the Borrower in an involuntary case or proceeding;
(7b) The failure of either Lessee or Operator to perform, keep or fulfill any appoints a Custodian of the Borrower or for all or substantially all of its property; or US-DOCS\73716787.2
(c) orders the liquidation of Borrower;
7.1.5 the Borrower uses a Borrowing for any purpose other covenants, undertakings, obligations than a Permitted Use; or
7.1.6 any representation or conditions set forth warranty made in this AgreementAgreement or in any certificate or statement given to the Lender pursuant to this Agreement is determined to be false in any material respect as of the date made.
7.2 If an Event of Default specified in Section 7.1.1, Section 7.1.5 or Section 7.1.6 shall have occurred and be continuing, the Lender may, at its option, by notice in writing to the Borrower (the “Acceleration Notice”), declare the termination of this Agreement and the entire outstanding principal amount of the Loans and the interest accrued thereon to be due and payable, and the continuance of upon any such default for a period declaration the same shall become due and payable at such time and Lender’s obligations to provide Borrowings pursuant to this Agreement shall terminate. If an Event of thirty (30) days after written notice of such failure;
(8) Default specified in Section 7.1.2, 7.1.3 or termination 7.1.4 hereof occurs, this Agreement shall automatically terminate and the principal balance of the franchise license for a Hotel as a result of Loans and the accrued and unpaid interest thereon shall become due and payable immediately without any action, declaration or failure to act, other act on the part of Operator;
(9) Failure by Operator to paythe Lender and without presentment, when duedemand, protest or other notice or action of any kind, all of which are hereby expressly waived. If any Event of Default shall have occurred and be continuing, the accounts payable Lender may proceed to protect and enforce its rights either by suit in equity or by action at law, or both, whether for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any specific performance of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination provision of this Agreement and Operator’s rights hereunder.
(b) Upon or in aid of the occurrence exercise of any Event of Default, the nondefaulting party shall give power granted to the defaulting party notice of its intention to terminate Lender under this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.Agreement
Appears in 1 contract
Samples: Intercompany Term Facility Agreement (OCI Partners LP)
Events of Default Remedies. The occurrence of any of the following events shall constitute an Event of Default hereunder with respect to the Securities of any particular series:
(a) The following with respect to Pre-Amendment Securities, a court having jurisdiction in the premises shall constitute Events have entered a decree or order for relief in respect to the Corporation in an involuntary case under any applicable bankruptcy, insolvency or other similar law now or hereafter in effect of Default:
(1) The failure the United States of Operator to diligently America or any political subdivision thereof, and efficiently operate the Hotel such decree or order shall have continued unstayed and in accordance with the provisions of this Agreement;
(2) The failure of Operator to pay any amount to Lessee provided for herein effect for a period of five (5) days after written notice by Lessee sixty consecutive days; or, a decree or order of failure to pay a court having jurisdiction in the premises for the appointment of a receiver, liquidator, trustee, assignee, custodian, sequestrator or other similar official of the Corporation or of all or substantially all of the property of the Corporation, or for the winding up or liquidation of the affairs of the Corporation, shall have been entered, and such sum when payable;
(3) The failure of Lessee to pay any amount to Operator provided for herein decree or order shall have continued unstayed and in effect for a period of five (5) days after written notice by Operator sixty consecutive days; or, with respect to Post-Amendment Securities, a court having jurisdiction in the premises shall have entered a decree or order for relief in respect to the Corporation in an involuntary case under any applicable bankruptcy, insolvency or reorganization law now or hereafter in effect of failure to pay the United States of America or any political subdivision thereof, and such sum when payable;decree or order shall have continued unstayed and in effect for a period of sixty consecutive days; or
(4b) The filing of with respect to Pre-Amendment Securities, the Corporation shall commence a voluntary petition case under any applicable bankruptcy, insolvency or other similar law now or hereafter in suspension effect of paymentsthe United States of America or a political subdivision thereof, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if consent to the entry of an order for relief in an involuntary case under any such party otherwise voluntarily avails itself law, or, consent to the appointment or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of the Corporation or of all or substantially all of the property of the Corporation, or make any federal or state laws general assignment for the relief benefit of debtors creditors, or admits admit in writing its inability to pay its debts generally as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assets, and such order, judgment or decree shall continue unstayed and in effect for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failure;
(8) Default or termination of the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
(9) Failure by Operator to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any of the Hotels receives a “failure” or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) Upon the occurrence of any Event of Default, the nondefaulting party shall give to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however; or, with respect to Post-Amendment Securities, the Corporation shall commence a voluntary case under any applicable bankruptcy, insolvency or reorganization law now or hereafter in effect of the United States of America or a political subdivision thereof, or consent to the entry of an order for relief in an involuntary case under any such law; or
(c) any other Event of Default specifically provided by the terms of the Securities of such series. In case one or more of the Events of Default referred as specified above shall have occurred and be continuing with respect to the Securities of any particular series, then and in items each and every such case, unless the principal of all of the Securities of that series shall have already become due and payable, either the Trustee or the holders of not less than twenty-five percent in aggregate principal amount of the Securities of that series then outstanding hereunder, by notice in writing to the Corporation (1and to the Trustee if given by Securityholders), (4), (5), (6), (7), (9) (10) and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for may declare the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; providedprincipal or, in the case of an event described Discounted Securities, such amount of principal as may be provided for in Section 17.01(a)(10)such Securities, of all the Securities of that series to be due and payable in cash immediately, and upon any such declaration the same shall become and shall be immediately due and payable, anything in this Indenture or in the Securities of that series contained to the contrary notwithstanding. This provision, however, is subject to Lessee’s termination rights the conditions that if, at any time after such principal or such amount of principal, as the case may be, shall have been so declared due and payable, and before any judgment or decree for the payment of the moneys due shall have been obtained or entered as hereinafter provided, the Corporation shall pay or shall deposit with the Trustee a sum sufficient to pay all matured installments of interest upon all Securities of that series and the sum in cash or, if applicable, Capital Securities then required pursuant to Section 16.01the terms of such Securities equal to the principal of (and premium, if any, on) any and all Securities of that series which shall have become due otherwise than by acceleration (with interest on overdue installments of interest) (to the extent that payment of such interest is enforceable under applicable law) and on such principal (and premium, if any) at the rate of interest (or, in the case of Discounted Securities, at the Yield to Maturity) borne by such Securities, to the date of such payment or deposit, and the expenses of the Trustee, and any and all defaults under this Indenture with respect to the Securities of that series, other than the nonpayment of principal of (and premium, if any) and accrued interest on the Securities of that series which shall have become due by acceleration shall have been remedied - then and in every such case the holders of a majority in aggregate principal amount of the Securities of that series then outstanding, by written notice to the Corporation and to the Trustee, may waive all defaults and rescind and annul such declaration and its consequences; but no such waiver or rescission and annulment shall extend to or shall affect any subsequent default, or shall impair any right consequent thereon. In case the Trustee shall have proceeded to enforce any right under this Indenture and such proceedings shall have been discontinued or abandoned for any reason or shall have been determined adversely to the Trustee, then and in every such case the Corporation and the Trustee shall be restored respectively to their several positions and rights hereunder, and all rights, remedies and powers of the Corporation and the Trustee shall continue as though no such proceeding has been taken. Upon declaration by the Trustee or receipt by the Trustee of any written declaration of acceleration, or waiver, rescission, and annulment thereof, with respect to Securities of a series all or part of which is represented by a Global Security, the Operator Trustee shall cure such default by receipt establish a record date for determining holders of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure outstanding Securities of such defaultseries entitled to join in such declaration of acceleration, or waiver, rescission, and annulment, which record date shall be at the close of business on the day the Trustee receives such declaration of acceleration, or waiver, rescission, and annulment, as the case may be. The holders on such record date, or their duly designated proxies, and only such Persons, shall be entitled to join in such declaration of acceleration, or waiver, rescission, and annulment, as the case may be, whether or not such holders remain holders after such record date; provided, that unless such declaration of acceleration, or waiver, rescission, and annulment, as the case may be, shall have become effective by virtue of the requisite percentage having been obtained prior to the day which is 90 days after such record date, such party declaration of acceleration, or waiver, rescission, and annulment, as the case may be, shall have an additional five (5) days to cure automatically and without further action by any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not holder be available for the curing cancelled and of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any feeno further effect.
Appears in 1 contract
Samples: Indenture (J P Morgan Chase & Co)
Events of Default Remedies. The existence or occurrence of one or more than one of the following events shall constitute an “Event of Default” under this Note and Pledge:
(a) The following shall constitute Events the failure by Maker to make any payment of Default:
(1) The failure of Operator to diligently principal when due under this Note and efficiently operate the Hotel Pledge in accordance with the provisions of this Agreementterms hereof;
(2b) The the failure by Maker to make any payment of Operator to pay any amount to Lessee provided for herein for a period of interest due under this Note and Pledge in accordance with the terms hereof within five (5) days after of written notice by Lessee of failure from Holder to pay such sum when payableMaker;
(3c) The failure any representation or warranty made or deemed made by Maker to Holder herein is incorrect in any material respect on the date as of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay which such sum when payablerepresentation or warranty was made or deemed made;
(4d) The filing of a voluntary petition Maker fails to observe or perform any material covenant, obligation, condition or agreement contained in suspension of paymentsthis Note and Pledge, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for other than the relief of debtors or admits covenants specified in writing its inability to pay its debts as they become due;
clauses (5a) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty and (60b) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assetsabove, and such order, judgment or decree shall continue unstayed and in effect failure continues for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failureto Maker;
(8) Default e) the involuntary filing against or termination voluntary filing by Maker of a petition or application for relief under federal bankruptcy law or any similar state or federal law, or the franchise license for a Hotel as a result issuance of any actionwrit of garnishment, replevin, execution or failure attachment for service with respect to actMaker or any property of Maker, on the part provided that such receiver, trustee, custodian, conservator, bankruptcy petition, writ of Operatorgarnishment, replevin, execution or attachment is not removed or dismissed within sixty (60) days of issuance;
(9f) Failure the failure by Operator Maker to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any provide Holder with written notice of the Hotels receives a “failure” or its equivalent in any quality inspection report from occurrence of any of the Franchisors, if events in the foregoing clause (e) within five (5) days of Maker becoming aware of such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) event. Upon the occurrence of any Event of Default: (i) the entire unpaid principal balance due and owing under this Note and Pledge, together with all accrued but unpaid interest thereon, and all other amounts payable hereunder, shall, at the nondefaulting party shall give option of Holder upon written notice to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice andMaker, upon the expiration of such periodimmediately become due and payable, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11ii) of subsection (a) above, unless a specific right of termination is specified elsewhere Holder shall have and may exercise any and all rights and remedies available at law or in equity and also any and all rights and remedies provided in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly Note and with all due diligence cure the default Pledge or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspectionunder applicable law. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non4841-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (4882-1500.4 3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any fee.
Appears in 1 contract
Events of Default Remedies. (a) The occurrence of any of the following events shall constitute Events and be an event of default (an "Event of Default:"):
(1) The failure Lessee fails to pay any installment of Operator to diligently principal or interest, or any other payment due and efficiently operate owing, under the Hotel in accordance with Promissory Note or this Agreement within ten (10) days after the provisions of this Agreementsame shall have become due;
(2) The failure Lessee becomes insolvent or makes an assignment for the benefit of Operator to pay any amount to Lessee provided for herein for a period of five (5) days after written notice by Lessee of failure to pay such sum when payable;
its creditors; (3) The failure a receiver, trustee, conservator or liquidator of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay such sum when payable;
(4) The filing of a voluntary petition in suspension of payments, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for the relief of debtors or admits in writing its inability to pay its debts as they become due;
(5) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty (60) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assetsLessee's assets is appointed with or without the application or consent of Lessee;
(4) a petition is filed by or against Lessee under any bankruptcy, and such insolvency or similar legislation, and, if against, the proceeding shall continue undismissed, or the order, judgment or decree ordering the proceeding shall continue unstayed unstayed, for thirty (30) or more days; (5) Lessee violates or fails to perform any provision of either this Agreement, the Promissory Note, the Lease or any other loan, lease or credit agreement or any acquisition or purchase agreement with Lessor or any other party (a default under which third party agreement would materially and adversely effect Lessee), and such failure shall continue unremedied for 30 days after notice from Lessor to Lessee, specifying the failure and demanding the same to be remedied; (6) Lessee violates or fails to perform any covenant or representation made by Lessee in effect this Agreement or the Promissory Note, and such violation or failure shall continue unremedied for a period of one hundred twenty (120) consecutive days;
30 days after notice from Lessor to Lessee, specifying the violation or failure and demanding the same to be remedied; (7) The failure of either Lessee any representation or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth warranty made in this Agreement, and the continuance Promissory Note, the Lease, certificate, financial statement or other statement furnished to Lessor shall prove to be false or misleading in any material respect as of any such default for a period of thirty (30) days after written notice of such failure;
the date on which the same was made; (8) Default or termination an event of default has occurred and is continuing under the franchise license for a Hotel as a result of any action, or failure to act, on the part of Operator;
Promissory Note; (9) Failure by Operator an additional lien attaches to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(Equipment; or 10) Any Lessee makes a bulk transfer of the Hotels receives a “failure” furniture, furnishings, fixtures or its equivalent in any quality inspection report from any of the Franchisors, if such deficiencies are within Operator’s reasonable control.
other equipment or inventory; or (11) Failure by Operator to execute there is a material adverse change in Lessee's or any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or Guarantor's financial condition since the Holder to further evidence the subordination dated of this Agreement and Operator’s rights hereunderAgreement.
(b) Upon the occurrence of any an Event of Default:
(1) Lessor shall have no obligation to make any additional Advance Payments hereunder, (2) Lessor shall have the nondefaulting party right to cause the entire outstanding balance of the Advance Payments, together with all accrued and unpaid interest thereon, to become immediately due and payable without notice or demand, (3) Lessee shall give to the defaulting party notice pay on demand all costs and expenses of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice and, upon the expiration of such period, this Agreement shall terminate and expire without penalty. If, however, Lessor with respect to the Events enforcement of Default referred to in items (1)its rights and remedies hereunder and under the Promissory Note, including, without limitation, reasonable attorneys' fees, and (4), ) Lessor shall have the right to exercise any and all remedies available to it hereunder and under the Promissory Note.
(5), (6), (7), (9c) (10) The remedies of Lessor provided herein and (11) of subsection (a) above, unless a specific right of termination is specified elsewhere in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly and with all due diligence cure the default or take and continue action to cure such default within such ten (10) day period; provided, in the case Promissory Note shall be cumulative and concurrent and may be pursued singly, successively or concurrently at the sole discretion of an Lessor and may be exercised as often as occasion therefor shall occur. The failure to exercise, or any delay in the exercise of, any right or remedy shall in no event described in Section 17.01(a)(10)be construed as a waiver, and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt release or exhaustion of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any feeremedies.
Appears in 1 contract
Samples: Interim Funding Loan and Security Agreement (R B Rubber Products Inc)
Events of Default Remedies. The existence or occurrence of one or more than one of the following events shall constitute an “Event of Default” under this Note and Pledge: hereof;
(a) The following shall constitute Events the failure by Maker to make any payment of Default:
(1) The failure of Operator to diligently principal when due under this Note and efficiently operate the Hotel Pledge in accordance with the provisions of this Agreement;terms
(2b) The the failure by Maker to make any payment of Operator to pay any amount to Lessee provided for herein for a period of interest due under this Note and Pledge in accordance with the terms hereof within five (5) days after of written notice by Lessee of failure from Holder to pay such sum when payableMaker;
(3c) The failure any representation or warranty made or deemed made by Maker to Holder herein is incorrect in any material respect on the date as of Lessee to pay any amount to Operator provided for herein for a period of five (5) days after written notice by Operator of failure to pay which such sum when payablerepresentation or warranty was made or deemed made;
(4d) The filing of a voluntary petition Maker fails to observe or perform any material covenant, obligation, condition or agreement contained in suspension of paymentsthis Note and Pledge, bankruptcy or insolvency by either Lessee or Operator or any entity which owns or controls such party or if any such party otherwise voluntarily avails itself of any federal or state laws for other than the relief of debtors or admits covenants specified in writing its inability to pay its debts as they become due;
clauses (5a) The consent to an involuntary petition in bankruptcy or the failure to vacate within sixty and (60b) days from the date of entry thereof any order approving an involuntary petition by or against either Lessee or Operator;
(6) The entering of an order, judgment or decree by any court of competent jurisdiction, on the application of a creditor, adjudicating Lessee or Operator a bankrupt or insolvent or appointing a judicial receiver, trustee or liquidator of all or a substantial part of such party’s assetsabove, and such order, judgment or decree shall continue unstayed and in effect failure continues for a period of one hundred twenty (120) consecutive days;
(7) The failure of either Lessee or Operator to perform, keep or fulfill any of the other covenants, undertakings, obligations or conditions set forth in this Agreement, and the continuance of any such default for a period of thirty (30) days after written notice of such failureto Maker;
(8) Default e) the involuntary filing against or termination voluntary filing by Maker of a petition or application for relief under federal bankruptcy law or any similar state or federal law, or the franchise license for a Hotel as a result issuance of any actionwrit of garnishment, replevin, execution or failure attachment for service with respect to actMaker or any property of Maker, on the part provided that such receiver, trustee, custodian, conservator, bankruptcy petition, writ of Operatorgarnishment, replevin, execution or attachment is not removed or dismissed within sixty (60) days of issuance;
(9f) Failure the failure by Operator Maker to pay, when due, the accounts payable for the Hotels for which Lessee had previously reimbursed Operator.
(10) Any provide Holder with written notice of the Hotels receives a “failure” or its equivalent in any quality inspection report from occurrence of any of the Franchisors, if events in the foregoing clause (e) within five (5) days of Maker becoming aware of such deficiencies are within Operator’s reasonable control.
(11) Failure by Operator to execute any and all subordination agreements, estoppel certificates and other documents requested by Lessee or Owner and/or the Holder to further evidence the subordination of this Agreement and Operator’s rights hereunder.
(b) event. Upon the occurrence of any Event of Default: (i) the entire unpaid principal balance due and owing under this Note and Pledge, together with all accrued but unpaid interest thereon, and all other amounts payable hereunder, shall, at the nondefaulting party shall give option of Holder upon written notice to the defaulting party notice of its intention to terminate this Agreement after the expiration of a period of ten (10) days from such date of notice andMaker, upon the expiration of such periodimmediately become due and payable, this Agreement shall terminate and expire without penalty. If, however, with respect to the Events of Default referred to in items (1), (4), (5), (6), (7), (9) (10) and (11ii) of subsection (a) above, unless a specific right of termination is specified elsewhere Holder shall have and may exercise any and all rights and remedies available at law or in equity and also any and all rights and remedies provided in this Agreement for the event in question, upon receipt of such notice, the defaulting party shall promptly Note and with all due diligence cure the default Pledge or take and continue action to cure such default within such ten (10) day period; provided, in the case of an event described in Section 17.01(a)(10), and subject to Lessee’s termination rights pursuant to Section 16.01, the Operator shall cure such default by receipt of a favorable quality inspection report upon an inspection by the Franchisor within six (6) months following the failed inspection. If such default shall not be capable of being cured within such ten (10) day period, then provided the defaulting party diligently pursues the cure of such default, such party shall have an additional five (5) days to cure any such default unless otherwise extended by the non-defaulting party. The procedure set forth in the preceding two sentences shall not be available for the curing of any default under items (2), (3) or (8) of subsection (a) above. In the event such default is not cured by the expiration of such period, the non-defaulting period may terminate this Agreement effective upon expiration of such period without penalty or payment of any feeapplicable law.
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