Forbearance Defaults. The occurrence of one or more of the following shall constitute a "Forbearance Default" under this Agreement: (1) Company or the Guarantors shall fail to abide by or observe any term, condition, covenant or other provision contained in this Agreement or any document related to or executed in connection with this Agreement; (2) a default or event of default shall occur under any Debenture Document or the Note or any document related to or executed in connection with this Agreement (other than the Existing Defaults); (3) any Guarantor ceases to exist or attempts to revoke or terminate its liability under its Subsidiary Guarantee, or challenges the validity or enforceability of its Subsidiary Guaranty, or denies any further liability or obligation thereunder; (4) the Company or any Guarantor: (a) becomes insolvent; (b) is generally not, or is unable to, or admits in writing its inability to, pay its debts as they become due; (c) (i) commences any case, proceeding or other action under any existing or future law relating to bankruptcy, insolvency, reorganization, or other relief of debtors, seeking (A) to have an order for relief entered with respect to it, or (B) to adjudicate it as bankrupt or insolvent, or (C) reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (D) appointment of a receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets, or (ii) makes a general assignment for the benefit of its creditors; (d) has commenced against it in a court of competent jurisdiction any case, proceeding or other action of a nature referred to in clause (c) above which (i) results in the entry of an order for relief or any such adjudication or appointment or (ii) remains undismissed, undischarged, unstayed or unbonded for 10 days; or (e) ceases to conduct business in the ordinary course; (5) a tax lien, warrant or levy is imposed on the Company or any Collateral; (6) the Company, any Guarantor, or any of their respective creditors commences a case, proceeding or other action against the Holder relating to any of the Obligations, Collateral, Debenture Documents, the Note, this Agreement, or any action or omission by the Holder or its agents in connection with any of the foregoing; (7) any other creditor of Company or any Guarantor obtains a judgment against the Company or any Guarantor in excess of $250,000 seeking ...
Forbearance Defaults. The following events shall constitute “Forbearance Defaults”):
(a) any failure to pay principal payments (other than the Anticipated Principal Payment Default), interest payments (other than the Interest Payment Event of Default and the Anticipated Swap Interest Payment Default) or any other payments in accordance with the terms of the Credit Agreement or the Interest Rate Protection Agreement; or
(b) any Borrower or Loan Party shall fail to observe or perform any other term, covenant, or agreement binding on it contained in this Agreement, or any other agreement, instrument, or document executed in connection with this Agreement; or
(c) the occurrence of an Event of Default under the Credit Agreement, the Interest Rate Protection Agreement or any of the other Financing Documents or any Project Document, other than an Existing Event of Default, an Anticipated Default, the Interest Payment Event of Default, the Anticipated Principal Payment Default, the Anticipated Swap Interest Payment Default or either of the Interest Rate Protection Agreement Events of Default;
(d) any instrument, document, report, schedule, agreement, representation or warranty, oral or written, made or delivered to the Agent or any Senior Secured Parties by any Borrower or Loan Party shall be false or misleading in any material respect when made, or deemed made, or delivered; or
(e) the proceeds of the Junior Notes shall have been fully utilized by Pacific Ethanol, Kinergy and the Borrowers on or before April 30, 2009, or for any reason Pacific Ethanol fails to make available, or is unable to make available, to any Borrower, funds adequate to support such Borrower’s current level of operations (taking into account any other sources of funding available to such Borrower). Upon the occurrence of any Forbearance Default, the Agent, upon the direction of the Required Senior Secured Parties, may by notice to Borrowers immediately terminate the Forbearance Period and/or declare all of the Obligations immediately due and payable; provided, however, that upon the occurrence of any Event of Default described in Section 9.01(i) of the Credit Agreement, the Forbearance Period shall automatically terminate and all Obligations shall automatically become immediately due and payable, without notice or demand of any kind. Upon the termination or expiration of the Forbearance Period, if at such time the outstanding amount of the Obligations have not been paid in full, the Agent and the Senior Secured P...
Forbearance Defaults. A Forbearance Default or a Default or Event of Default under any Loan Document constitutes an Event of Default on each and every other Loan Document. Each of the following shall constitute a “Forbearance Default” hereunder:
(a) The existence or occurrence of any Default or Event of Default (other than the Existing Default) under this Agreement or the other Loan Documents; or
(b) Borrower fails to make any Payments in accordance with this Agreement, the Credit Agreement, the Notes or any other Loan Documents or fails to pay the Bank in full all Obligations by the end of the Forbearance Period; or
(c) Borrower fails to keep or perform any term, condition, covenant, agreement or obligation contained in this Agreement or in the other Loan Documents (other than the Existing Default);
(d) Any representation or warranty of the Borrower made herein is or becomes false, misleading or incorrect in any material respect; or
(e) Any action is taken by Borrower, or any event or condition exists, which, in the reasonable opinion of the Bank, impairs or is reasonably likely to impair the prospect of Borrower making any Payments in accordance with this Agreement, the Credit Agreement, the Notes or any other Loan Documents;
(f) Any creditor of Borrower exercises any rights or remedies against Borrower which, in the reasonable opinion of the Bank, would cause or would be reasonably likely to cause a Material Adverse Effect; or
(g) A Material Adverse Effect occurs, as determined by the Bank in its reasonable discretion.
Forbearance Defaults. Nothing set forth herein or contemplated hereby is intended to constitute an agreement by the Agent or the Lenders to forbear the exercise of any of the rights and remedies available to the Agent and/or the Lenders under the Credit Agreement and the other Credit Documents (all of which rights and remedies are hereby expressly reserved by the Agent, on behalf of the Lenders) upon and after the occurrence of a Forbearance Default. The term "Forbearance Default" shall mean the existence or occurrence of any or all of:
Forbearance Defaults. Each of the following events shall constitute a "Forbearance Default":
Forbearance Defaults. Nothing set forth herein or contemplated hereby is intended to constitute an agreement by the Administrative Agent or the Lenders to forbear the exercise of any of the rights and remedies available to the Administrative Agent and/or the Lenders under the Credit Agreement and the other Credit Documents (all of which rights and remedies are hereby expressly reserved by the Administrative Agent and the Lenders) upon and after the occurrence of a Forbearance Default. For purposes hereof, the term "Forbearance Default" shall mean the existence or occurrence of any or all of the following: (a) any Default or Event of Default under the Credit Agreement or any other Credit Document other than the Acknowledged Events of Default, (b) a breach by the Credit Parties of any term of this Agreement, (c) any Person shall commence any suit or other legal proceeding against any Credit Party or any of its assets to enforce any obligations for Indebtedness of any Credit Party to such Person or (d) the acceleration of the Subordinated Debt prior to its stated maturity. The Administrative Agent and the Lenders shall be free to exercise any or all of their rights and remedies arising on account of any Default or Event of Default under the Credit Agreement or any other Credit Document upon the earlier of (x) the occurrence of a Forbearance Default and (y) the New Forbearance Termination Date. This Agreement is a Credit Document. Furthermore, notwithstanding any term to the contrary contained in the Credit Agreement or any other Credit Document, if the Subordinated Debt is accelerated prior to its stated maturity, (i) the Administrative Agent and the Lenders shall be free to exercise any or all of their rights and remedies under the Credit Agreement (including, without limitation, all rights contained in Section 9.2 of the Credit Agreement) or any other Credit Document and (ii) the Lenders shall not be required to make any Loans to the Borrower.
Forbearance Defaults. Forbearance Default" means any of the following:
Forbearance Defaults. Each of the following shall constitute a Forbearance Default:
(a) the existence of any Event of Default (other than a Designated Default) under the Documents or the documents governing the China Loans;
(b) Borrower shall fail to keep or perform any of the terms, obligations, covenants or agreements contained herein; or
(c) any representation or warranty of Borrower herein shall be false, misleading or incorrect in any material respect.
Forbearance Defaults. Each of the following shall constitute a Forbearance Default:
(a) The existence of an Event of Default under the Agreement (other than the Designated Defaults);
(b) Either Borrower fails to keep or perform any of the covenants or agreements contained herein;
(c) Any representation or warranty of either Borrower contained herein is false, misleading, or incorrect in any material respect; or
(d) The Internal Revenue Service files a Notice of Tax Lien in connection with either Borrower or any Subsidiary that does not provide for its subordination, in a writing satisfactory to Banks, to the amounts due and owing or to be due and owing to Banks under the Agreement and to all of the Liens and security interests granted to Administrative Agent and Banks under the Agreement and the Loan Documents. On the occurrence of a Forbearance Default, all Loans shall, at Required Banks option, be immediately due and payable and Administrative Agent shall be entitled immediately to exercise all of its rights and remedies under the Loan Documents or otherwise.
Forbearance Defaults. Upon the occurrence of any of the following (each a “Forbearance Default”), at Lender’s option, the Forbearance Period shall immediately terminate without demand, presentment or notice, all of which requirements Loan Parties hereby waive, at which time the Forbearance Termination Date shall have occurred:
a) Violation of any of any of its respective covenants, agreements or other obligations set forth in this Agreement (including, without limitation, the requirement to make timely payments in accordance with Section 6); or
b) The occurrence of any Default or Event of Default other than the Existing Event of Default.
