Common use of Immediate Settlement Clause in Contracts

Immediate Settlement. 7.1 Subject to the provisions of subsection 7.2 below, the Trustee may declare all or any part of the unsettled balance of the Bonds immediately due and payable, and shall be compelled to do so if so required by a special resolution adopted by the general meeting of the Bondholders, all upon the occurrence of one or more of the following: 7.1.1 Should the Company fail to settle any sum payable by it under the Bonds up to the end of seven (7) days from the due date thereof. 7.1.2 If a temporary liquidator has been appointed by a court or if a court has entered a temporary liquidation order to the Company and such appointment or order is not cancelled by the end of 45 days from its commencement date, or if the Company adopts a valid resolution of the winding up thereof (other than winding up for the purpose of a merger with another company and/or a change in the Company's structure, provided that the Trustee is satisfied that the Bondholders' rights are secured), or where a permanent liquidator has been appointed for the Company or if a final winding up order has been entered against it. 7.1.3 Upon the occurrence of any of the following, where the Trustee or a special resolution adopted at a general meeting of the Bondholders determine that same poses a risk to the rights of the Bondholders: (a) Lienholders on the Company's property realize their liens on all, or on a substantial part of the Company's assets. (b) An attachment is imposed on substantial assets of the Company, and such lien is not removed by the end of forty five (45) days from the date of the imposition thereof. (c) An act of execution is instituted against substantial assets of the Company, and such act is not cancelled by the end of forty five (45) days from the date of the institution thereof. (d) A receiver is appointed to all and/or a substantial part of the Company's assets, and such appointment is not cancelled by the end of forty five (45) days from the commencement thereof. (e) The Company discontinues its installments and/or gives notice of its intention to discontinue its installments and/or there is a material concern that it is liable to discontinue its installments and/or terminate its business and/or intends to terminate its business and/or where it is reasonable that it would terminate its business. (f) A motion for stay of proceedings against the Company under Section 350 of the Companies Law, 5759 - 1999, is submitted to the court by a third party that is not the Company, and such motion is not cancelled within forty five (45) days from the commencement date thereof. (g) Should the Company violate or fail to comply with any material conditions or obligations incorporated in the Bonds and/or in this Deed, where the Trustee deems same as prejudicing the rights of the Bondholders, and the Company has not fulfilled such condition within seven (7) days from the Date the Trustee has given it a written warning to that effect. (h) Another series of the Bonds issued by the Company is declared due and payable. (i) All the Company's securities are delisted from trading on the Stock Exchange and from trading on the Nasdaq concurrently. 7.2 Notwithstanding the contents of subsection 7.1 above, the Trustee shall not declare the Bonds immediately due and payable, unless the following conditions are satisfied: 7.2.1 The Trustee has given a prior written warning to the Company of its intention to act as aforesaid, and the Company failed to comply with the contents of such warning by the end of fifteen (15) days from the date of receipt thereof. In the said warning, the Company is required to cause the cancellation and/or termination of the occurrence, as set out in subsection 7.1 above, in connection with which the said warning was given. 7.2.2 The Trustee reasonably believes that any delay in declaring the Company's debt payable puts the rights of the Bondholders at risk. 7.2.3 Notwithstanding the contents of sections 7.1 and 7.2.1 above, should the Trustee find that a delay in declaring the Bonds immediately due and payable, as set out in subsections 7.1 and 7.2.1 above, will significantly risk the rights of the Bondholders, the Trustee may bring forward each of the periods set out in subsections 7.1 and 7.2.1 above, as it finds necessary, with a view to preventing the said risk to the rights of the Bondholders, provided that it gives written notice thereof to the Company and no response is received from the Company to its satisfaction within two (2) business days from the date of such warning. 7.3 After the Bonds are declared immediately due and payable as aforesaid, the Company shall perform from time to time and at any time it is required to do so by the Trustee, all the acts reasonably required to allow the exercise of all powers vested by the Trustee. Inter alia, it shall cause the performance of all acts reasonably required pursuant to the law to validate the Trustee's powers.

Immediate Settlement. 7.1 Subject to the provisions of subsection 7.2 below, the Trustee may declare all or any part of the unsettled balance of the Bonds Notes, immediately due and payable, and shall be compelled to do so if so required by a special resolution adopted by the general meeting of the BondholdersNoteholders, all upon the occurrence of one or more of the following: 7.1.1 Should the Company fail to settle any sum payable by it under the Bonds Notes up to the end of seven (7) days from the due date thereof. 7.1.2 If a temporary liquidator has been appointed by a court or if a court has entered a temporary liquidation order to against the Company and such appointment or order is not cancelled by the end of 45 days from its commencement date, or if the Company adopts a valid resolution of the winding up thereof (other than winding up for the purpose of a merger with another company and/or a change in the Company's ’s structure, provided that the Trustee is satisfied that the Bondholders' rights are secured), or where a permanent liquidator has been appointed for the Company or if a final winding up order has been entered against it. 7.1.3 Upon the occurrence of any of the following, where the Trustee or a special resolution resolution, adopted at a general meeting of the Bondholders Noteholders, determine that same poses a risk to the rights of the BondholdersNoteholders: (a) Lienholders Holders of liens on the Company's ’s property realize their liens on all, or on a substantial part of the Company's ’s assets, at the Trustee’s discretion. (b) An attachment is imposed on substantial assets of the Company, at the Trustee’s discretion, and such lien is not removed by the end of forty five (45) days from the date of the imposition thereof. (c) An act of execution is instituted against substantial assets of the Company, at the Trustee’s discretion, and such act is not cancelled by the end of forty five (45) days from the date of the institution thereof. (d) A receiver is appointed to all and/or a substantial part of the Company's ’s assets, at the Trustee’s discretion, and such appointment is not cancelled by the end of forty five (45) days from the commencement thereof. (e) The Company discontinues its installments and/or gives a notice of its intention to discontinue its installments and/or there is a material concern that it is liable to discontinue its installments and/or terminate its business and/or intends intend to terminate its business and/or where it is reasonable likely that it would terminate its business. (f) A motion for stay of proceedings is submitted to the court against the Company under Section 350 of the Companies Law, 5759 - 1999or under a corresponding section, is submitted pursuant to the court by a third party that is not another law applicable to the Company, and such motion is not cancelled within forty five (45) days from the commencement date thereof. (g) Should In the event that the Company violate violates or fail fails to comply with any material conditions condition or obligations obligation incorporated in the Bonds Notes and/or in this Deed, where and the Trustee deems will deem same as prejudicing prejudice to the rights of the BondholdersNoteholders, and the Company has not fulfilled such condition within seven (7) days from the Date that the Trustee has given it a written warning to that effect. (h) Another series of the Bonds issued by the Company is declared due and payable. (i) All the Company's securities are delisted from trading on the Stock Exchange and from trading on the Nasdaq concurrently. 7.2 Notwithstanding the contents of subsection 7.1 above, the Trustee shall not declare the Bonds Notes immediately due and payable, unless the following conditions are satisfied: 7.2.1 The Trustee has given a prior written warning to the Company of its intention to act as aforesaid, and the Company failed to comply with the contents of such warning by the end of fifteen (15) days from the date of receipt thereof. In the said warning, the Company is required to cause the cancellation and/or termination of the occurrence, as set out in subsection 7.1 above, in connection with which the said warning was given. It shall be clarified that the warning period is counted after the lapse of the periods set out in subsection 7.1.3 above. 7.2.2 The Trustee reasonably Trustee, at its reasonable discretion, believes that any delay in declaring the Company's ’s debt payable payable, puts the rights of the Bondholders Noteholders at risk. 7.2.3 Notwithstanding the contents of sections 7.1 and 7.2.1 above, should the Trustee find that a delay in declaring the Bonds Notes immediately due and payable, as set out in subsections 7.1 and 7.2.1 above, will significantly put at risk the rights of the BondholdersNoteholders, the Trustee may bring forward each of the periods set out in subsections 7.1 and 7.2.1 above, as it finds necessary, with a view to preventing the said risk to the rights of the BondholdersNoteholders, provided that it gives written notice thereof to the Company and no response is received from the Company to its satisfaction within two (2) business days from the date of such warning. 7.3 After the Bonds Notes are declared immediately due and payable as aforesaid, the Company shall perform perform, from time to time and at any time it is required to do so by the Trustee, all the acts reasonably required to allow the exercise of all powers vested by the Trustee. Inter alia, it shall cause the performance of all acts reasonably required pursuant to the law to validate the Trustee's ’s powers.

Immediate Settlement. 7.1 Subject to the provisions of subsection 7.2 below, the Trustee may declare all or any part of the unsettled balance of the Bonds immediately due and payable, and shall be compelled to do so if so required by a special resolution adopted by the general meeting of the Bondholders, all upon the occurrence of one or more of the following: 7.1.1 Should the Company fail to settle any sum payable by it under the Bonds up to the end of seven (7) days from the due date thereof. 7.1.2 If a temporary liquidator has been appointed by a court or if a court has entered a temporary liquidation order to the Company and such appointment or order is not cancelled by the end of 45 days from its commencement date, or if the Company adopts a valid resolution of the winding up thereof (other than winding up for the purpose of a merger with another company and/or a change in the Company's structure, provided that the Trustee is satisfied that the Bondholders' rights are secured), or where a permanent liquidator has been appointed for the Company or if a final winding up order has been entered against it. 7.1.3 Upon the occurrence of any of the following, where the Trustee or a special resolution adopted at a general meeting of the Bondholders determine that same poses a risk to the rights of the Bondholders: (a) Lienholders on the Company's property realize their liens on all, or on a substantial part of the Company's assets, at the discretion of the Trustee. (b) An attachment is imposed on substantial assets of the Company, at the discretion of the Trustee, and such lien is not removed by the end of forty five (45) days from the date of the imposition thereof. (c) An act of execution is instituted against substantial assets of the Company, at the discretion of the Trustee, and such act is not cancelled by the end of forty five (45) days from the date of the institution thereof. (d) A receiver is appointed to all and/or a substantial part of the Company's assets, at the discretion of the Trustee, and such appointment is not cancelled by the end of forty five (45) days from the commencement thereof. (e) The Company discontinues its installments and/or gives notice of its intention to discontinue its installments and/or there is a material concern that it is liable to discontinue its installments and/or terminate its business and/or intends to terminate its business and/or where it is reasonable that it would terminate its business. (f) A motion for stay of proceedings against the Company under Section 350 of the Companies Law, 5759 - 1999, is submitted to the court by a third party that is not the Company, and such motion is not cancelled within forty five (45) days from the commencement date thereof. (g) Should the Company violate or fail to comply with any material conditions or obligations incorporated in the Bonds and/or in this Deed, where the Trustee deems same as prejudicing the rights of the Bondholders, and the Company has not fulfilled such condition within seven (7) days from the Date the Trustee has given it a written warning to that effect. (h) Another series of the Bonds issued by the Company is declared due and payable. (i) All the Company's securities are delisted from trading on the Stock Exchange and from trading on the Nasdaq concurrently. 7.2 Notwithstanding the contents of subsection 7.1 above, the Trustee shall not declare the Bonds immediately due and payable, unless the following conditions are satisfied: 7.2.1 The Trustee has given a prior written warning to the Company of its intention to act as aforesaid, and the Company failed to comply with the contents of such warning by the end of fifteen (15) days from the date of receipt thereof. In the said warning, the Company is required to cause the cancellation and/or termination of the occurrence, as set out in subsection 7.1 above, in connection with which the said warning was given. It is to be clarified that the warning period is counted from after the periods stipulated in subsection 7.1.3 above have expired. 7.2.2 The Trustee reasonably at its reasonable discretion believes that any delay in declaring the Company's debt payable puts the rights of the Bondholders at risk. 7.2.3 Notwithstanding the contents of sections 7.1 and 7.2.1 above, should the Trustee find that a delay in declaring the Bonds immediately due and payable, as set out in subsections 7.1 and 7.2.1 above, will significantly risk the rights of the Bondholders, the Trustee may bring forward each of the periods set out in subsections 7.1 and 7.2.1 above, as it finds necessary, with a view to preventing the said risk to the rights of the Bondholders, provided that it gives written notice thereof to the Company and no response is received from the Company to its satisfaction within two (2) business days from the date of such warning. 7.3 After the Bonds are declared immediately due and payable as aforesaid, the Company shall perform from time to time and at any time it is required to do so by the Trustee, all the acts reasonably required to allow the exercise of all powers vested by the Trustee. Inter alia, it shall cause the performance of all acts reasonably required pursuant to the law to validate the Trustee's powers.

Immediate Settlement. 7.1 Subject to the provisions of subsection 7.2 below, the Trustee may declare all or any part of the unsettled balance of the Bonds immediately due and payable, and shall be compelled to do so if so required by a special resolution adopted by the general meeting of the Bondholders, all upon the occurrence of one or more of the following: 7.1.1 Should the Company fail to settle any sum payable by it under the Bonds up to the end of seven (7) days from the due date thereof. 7.1.2 If a temporary liquidator has been appointed by a court or if a court has entered a temporary liquidation order to the Company and such appointment or order is not cancelled by the end of 45 days from its commencement date, or if the Company adopts a valid resolution of the winding up thereof (other than winding up for the purpose of a merger with another company and/or a change in the Company's structure, provided that the Trustee is satisfied that the Bondholders' rights are secured), or where a permanent liquidator has been appointed for the Company or if a final winding up order has been entered against it. 7.1.3 Upon the occurrence of any of the following, where the Trustee or a special resolution adopted at a general meeting of the Bondholders determine that same poses a risk to the rights of the Bondholders: (a) Lienholders on the Company's property realize their liens on all, or on a substantial part of the Company's assets, at the discretion of the Trustee. (b) An attachment is imposed on substantial assets of the Company, at the discretion of the Trustee, and such lien is not removed by the end of forty five (45) days from the date of the imposition thereof. (c) An act of execution is instituted against substantial assets of the Company, at the discretion of the Trustee, and such act is not cancelled by the end of forty five (45) days from the date of the institution thereof. (d) A receiver is appointed to all and/or a substantial part of the Company's assets, at the discretion of the Trustee, and such appointment is not cancelled by the end of forty five (45) days from the commencement thereof. (e) The Company discontinues its installments and/or gives notice of its intention to discontinue its installments and/or there is a material concern that it is liable to discontinue its installments and/or terminate its business and/or intends to terminate its business and/or where it is reasonable that it would terminate its business. (f) A motion for stay of proceedings against the Company under Section 350 of the Companies Law, 5759 - 1999, is submitted to the court by a third party that is not the Company, and such motion is not cancelled within forty five (45) days from the commencement date thereof. (g) Should the Company violate or fail to comply with any material conditions or obligations incorporated in the Bonds and/or in this Deed, where the Trustee deems same as prejudicing the rights of the Bondholders, and the Company has not fulfilled such condition within seven (7) days from the Date the Trustee has given it a written warning to that effect. (h) Another series of the Bonds issued by the Company is declared due and payable. (i) All the Company's securities are delisted from trading on the Stock Exchange and from trading on the Nasdaq concurrently. 7.2 Notwithstanding the contents of subsection 7.1 above, the Trustee shall not declare the Bonds immediately due and payable, unless the following conditions are satisfied: 7.2.1 The Trustee has given a prior written warning to the Company of its intention to act as aforesaid, and the Company failed to comply with the contents of such warning by the end of fifteen (15) days from the date of receipt thereof. In the said warning, the Company is required to cause the cancellation and/or termination of the occurrence, as set out in subsection 7.1 above, in connection with which the said warning was given, it will be clarified that the warning period is counted after the period stipulated in subsection 7.1.3 above has expired. 7.2.2 The Trustee reasonably Trustee, at its reasonable discretion, believes that any delay in declaring the Company's debt payable puts the rights of the Bondholders at risk. 7.2.3 Notwithstanding the contents of sections 7.1 and 7.2.1 above, should the Trustee find that a delay in declaring the Bonds immediately due and payable, as set out in subsections 7.1 and 7.2.1 above, will significantly risk the rights of the Bondholders, the Trustee may bring forward each of the periods set out in subsections 7.1 and 7.2.1 above, as it finds necessary, with a view to preventing the said risk to the rights of the Bondholders, provided that it gives written notice thereof to the Company and no response is received from the Company to its satisfaction within two (2) business days from the date of such warning. 7.3 After the Bonds are declared immediately due and payable as aforesaid, the Company shall perform from time to time and at any time it is required to do so by the Trustee, all the acts reasonably required to allow the exercise of all powers vested by the Trustee. Inter alia, it shall cause the performance of all acts reasonably required pursuant to the law to validate the Trustee's powers.

Immediate Settlement. 7.1 Subject to the provisions of subsection 7.2 below, the Trustee may declare all or any part of the unsettled balance of the Bonds immediately due and payable, and shall be compelled to do so if so required by a special resolution adopted by the general meeting of the Bondholders, all upon the occurrence of one or more of the following: 7.1.1 Should the Company fail to settle any sum payable by it under the Bonds up to the end of seven (7) days from the due date thereof. 7.1.2 If a temporary liquidator has been appointed by a court or if a court has entered a temporary liquidation order to the Company and such appointment or order is not cancelled by the end of 45 days from its commencement date, or if the Company adopts a valid resolution of the winding up thereof (other than winding up for the purpose of a merger with another company and/or a change in the Company's ’s structure, provided that the Trustee is satisfied that the Bondholders' ’ rights are secured), or where a permanent liquidator has been appointed for the Company or if a final winding up order has been entered against it. 7.1.3 Upon the occurrence of any of the following, where the Trustee or a special resolution adopted at a general meeting of the Bondholders determine that same poses a risk to the rights of the Bondholders: (a) Lienholders on the Company's ’s property realize their liens on all, or on a substantial part of the Company's ’s assets. (b) An attachment is imposed on substantial assets of the Company, and such lien is not removed by the end of forty five (45) days from the date of the imposition thereof. (c) An act of execution is instituted against substantial assets of the Company, and such act is not cancelled by the end of forty five (45) days from the date of the institution thereof. (d) A receiver is appointed to all and/or a substantial part of the Company's ’s assets, and such appointment is not cancelled by the end of forty five (45) days from the commencement thereof. (e) The Company discontinues its installments and/or gives notice of its intention to discontinue its installments and/or there is a material concern that it is liable to discontinue its installments and/or terminate its business and/or intends to terminate its business and/or where it is reasonable that it would terminate its business. (f) A motion for stay of proceedings against the Company under Section 350 of the Companies Law, 5759 - – 1999, is submitted to the court by a third party that is not the Company, and such motion is not cancelled within forty five (45) days from the commencement date thereof. (g) Should the Company violate or fail to comply with any material conditions or obligations incorporated in the Bonds and/or in this Deed, where the Trustee deems same as prejudicing the rights of the Bondholders, and the Company has not fulfilled such condition within seven (7) days from the Date the Trustee has given it a written warning to that effect. (h) Another series of the Bonds issued by the Company is declared due and payable. (i) All the Company's ’s securities are delisted from trading on the Stock Exchange and from trading on the Nasdaq concurrently. 7.2 Notwithstanding the contents of subsection 7.1 above, the Trustee shall not declare the Bonds immediately due and payable, unless the following conditions are satisfied: 7.2.1 The Trustee has given a prior written warning to the Company of its intention to act as aforesaid, and the Company failed to comply with the contents of such warning by the end of fifteen (15) days from the date of receipt thereof. In the said warning, the Company is required to cause the cancellation and/or termination of the occurrence, as set out in subsection 7.1 above, in connection with which the said warning was given. 7.2.2 The Trustee reasonably believes that any delay in declaring the Company's ’s debt payable puts the rights of the Bondholders at risk. 7.2.3 Notwithstanding the contents of sections 7.1 and 7.2.1 above, should the Trustee find that a delay in declaring the Bonds immediately due and payable, as set out in subsections 7.1 and 7.2.1 above, will significantly risk the rights of the Bondholders, the Trustee may bring forward each of the periods set out in subsections 7.1 and 7.2.1 above, as it finds necessary, with a view to preventing the said risk to the rights of the Bondholders, provided that it gives written notice thereof to the Company and no response is received from the Company to its satisfaction within two (2) business days from the date of such warning. 7.3 After the Bonds are declared immediately due and payable as aforesaid, the Company shall perform from time to time and at any time it is required to do so by the Trustee, all the acts reasonably required to allow the exercise of all powers vested by the Trustee. Inter alia, it shall cause the performance of all acts reasonably required pursuant to the law to validate the Trustee's ’s powers.