Common use of Lease Indenture Events of Default Clause in Contracts

Lease Indenture Events of Default. Subject to Section 4.4 hereof, the term "Lease Indenture Event of Default," wherever used herein, shall mean any of the following events (whatever the reason for such Lease Indenture Event of Default and whether it shall be voluntary or involuntary or come about or be effected by operation of law or pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (a) any Lease Event of Default (other than the failure of the Facility Lessee to pay any amount which shall constitute an Excepted Payment unless the Facility Lessee has been declared in default pursuant to Section 17 thereof by the Owner Lessor and the Indenture Trustee has consented to such event constituting a Lease Indenture Event of Default pursuant to Section 4.3(e) hereof) and other than a Lease Event of Default in consequence of the Facility Lessee's failure to maintain the insurance required by Section 11 of the Facility Lease if, and so long as, (i) such Lease Event of Default is waived by the Owner Lessor and the Owner Participant and (ii) the insurance maintained by the Facility Lessee still constitutes Prudent Industry Practice); or (b) the Owner Lessor shall fail to make any payment in respect of the principal of, or Make-Whole Amount, if any, or interest on, or any scheduled fees due and payable under or with respect to any Lessor Note within five Business Days after the same shall have become due or any other amounts due and payable under or with respect to any Lessor Note within ten Business Days after the Owner Lessor receives notice that such amount is due and payable; or (c) the Owner Lessor shall fail to perform or observe any covenant, obligation or agreement to be performed or observed by it under this Indenture (other than any covenant, obligation or agreement contained in clause (b) of this Section 4.2), the Owner Lessor or the Lessor Manager shall fail to perform or observe any covenant, obligation or agreement to be performed by it under Section 6 of the Participation Agreement, the Owner Participant shall fail to perform or observe any covenant, obligation or agreement to be performed by it under Section 7 of the Participation Agreement, the OP Guarantor shall fail to perform or observe any covenant, obligation or agreement to be performed by it under the OP Guaranty, in each case, in any material respect, which failure shall continue unremedied for 30 days after receipt by such party of written notice thereof; provided, however, that if such condition cannot be remedied within such 30-day period, then the period within which to remedy such condition shall be extended up to 180 days, so long as such party diligently pursues such remedy and such condition is reasonably capable of being remedied within such extended period; (d) any representation or warranty made by the Lessor Manager or the Owner Lessor in Section 3.2 or 3.3 of the Participation Agreement or in the certificate delivered by the Lessor Manager or the Owner Lessor at the Closing pursuant to Section 4.6 of the Participation Agreement or any representation or warranty made by the Owner Participant in Section 3.4 of the Participation Agreement (other than Section 3.4(i)) or the certificate delivered by the Owner Participant at the Closing pursuant to Section 4.6 of the Participation Agreement, or any representation or warranty made by the OP Guarantor (provided the OP Guaranty shall not have been terminated or released) under the OP Guaranty or in the certificate delivered by such OP Guarantor at the Closing pursuant to Section 4.6 of the Participation Agreement, shall prove to have been incorrect in any material respect when made and continues to be material and unremedied for a period of 30 days after receipt by such party of written notice thereof; provided, however, that if such condition cannot be remedied within such 30-day period, then the period within which to remedy such condition shall be extended up to an additional 120 days, so long as such party diligently pursues such remedy and such condition is reasonably capable of being remedied within such extended period; (e) the Owner Participant, the Owner Lessor or the OP Guarantor (provided the OP Guaranty shall not have been terminated or released) shall (i) commence a voluntary case or other proceeding seeking relief under Title 11 of the Bankruptcy Code or liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect, or apply for or consent to the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, or (ii) consent to, or fail to controvert in a timely manner, any such relief or the appointment of or taking possession by any such official in any voluntary case or other proceeding commenced against it, or (iii) file an answer admitting the material allegations of a petition filed against it in any such proceeding; or (iv) make a general assignment for the benefit of creditors; or (v) become unable, admit in writing its inability or fail generally to pay its debts as they become due; or (vi) take corporate action for the purpose of effecting any of the foregoing; or (f) an involuntary case or other proceeding shall be commenced against the Owner Participant, the Owner Lessor or the OP Guarantor (provided the OP Guaranty shall not have been terminated or released) seeking (i) liquidation, reorganization or other relief with respect to it or its debts under Title 11 of the Bankruptcy Code or any bankruptcy, insolvency or other similar law now or hereafter in effect, or (ii) the appointment of a trustee, receiver, liquidator, custodian or other similar official with respect to it or any substantial part of its property or (iii) the winding-up or liquidation of the Owner Lessor; and such involuntary case or other proceeding shall remain undismissed and unstayed for a period of 60 days.

Lease Indenture Events of Default. Subject to Section 4.4 hereof, the term "Lease Indenture Event of Default," wherever used herein, shall mean any of the following events (whatever the reason for such Lease Indenture Event of Default and whether it shall be voluntary or involuntary or come about or be effected by operation of law or pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental body): (a) any Lease Event of Default (other than the failure of the Facility Lessee to pay any amount which shall constitute an Excepted Payment unless the Facility Lessee has been declared in default pursuant to Section 17 thereof by the Owner Lessor and the Indenture Trustee has consented to such event constituting a Lease Indenture Event of Default pursuant to Section 4.3(e) hereof) and other than a Lease Event of Default in consequence of the Facility Lessee's failure to maintain the insurance required by Section 11 of the Facility Lease if, and so long as, (i) such Lease Event of Default is waived by the Owner Lessor and the Owner Participant and (ii) the insurance maintained by the Facility Lessee still constitutes Prudent Industry Practice); or (b) the Owner Lessor shall fail to make any payment in respect of the principal of, or Make-Whole Amount, if any, or interest on, or any scheduled fees due and payable under or with respect to any Lessor Note within five Business Days after the same shall have become due or any other amounts due and payable under or with respect to any Lessor Note within ten Business Days after the Owner Lessor receives notice that such amount is due and payable; or (c) the Owner Lessor shall fail to perform or observe any covenant, obligation or agreement to be performed or observed by it under this Indenture (other than any covenant, obligation or agreement contained in clause (b) of this Section 4.2), the Owner Lessor or the Lessor Manager shall fail to perform or observe any covenant, obligation or agreement to be performed by it under Section 6 of the Participation Agreement, the Owner Participant shall fail to perform or observe any covenant, obligation or agreement to be performed by it under Section 7 of the Participation Agreement, or the OP Guarantor shall fail to perform or observe any covenant, obligation or agreement to be performed by it under the OP Guaranty, Guaranty in each case, in any material respect, which failure shall continue unremedied for 30 days after receipt by such party of written notice thereof; provided, however, that if such condition cannot be remedied within such 30-day period, then the period within which to remedy such condition shall be extended up to 180 days, so long as such party diligently pursues such remedy and such condition is reasonably capable of being remedied within such extended period; (d) any representation or warranty made by the Lessor Manager or the Owner Lessor in Section 3.2 or 3.3 of the Participation Agreement or in the certificate delivered by the Lessor Manager or the Owner Lessor at the Closing pursuant to Section 4.6 of the Participation Agreement or any representation or warranty made by the Owner Participant in Section 3.4 of the Participation Agreement (other than Section 3.4(i)) or the certificate delivered by the Owner Participant at the Closing pursuant to Section 4.6 of the Participation Agreement, or any representation or warranty made by the OP Guarantor (provided the OP Guaranty shall not have been terminated or released) under the OP Guaranty or in the certificate delivered by such OP Guarantor at the Closing pursuant to Section 4.6 of the Participation Agreement, shall prove to have been incorrect in any material respect when made and continues to be material and unremedied for a period of 30 days after receipt by such party of written notice thereof; provided, however, that if such condition cannot be remedied within such 30-day period, then the period within which to remedy such condition shall be extended up to an additional 120 days, so long as such party diligently pursues such remedy and such condition is reasonably capable of being remedied within such extended period; (e) the Owner Participant, the Owner Lessor or the OP Guarantor (provided the OP Guaranty shall not have been terminated or released) shall (i) commence a voluntary case or other proceeding seeking relief under Title 11 of the Bankruptcy Code or liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect, or apply for or consent to the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, or (ii) consent to, or fail to controvert in a timely manner, any such relief or the appointment of or taking possession by any such official in any voluntary case or other proceeding commenced against it, or (iii) file an answer admitting the material allegations of a petition filed against it in any such proceeding; or (iv) make a general assignment for the benefit of creditors; or (v) become unable, admit in writing its inability or fail generally to pay its debts as they become due; or (vi) take corporate action for the purpose of effecting any of the foregoing; or (f) an involuntary case or other proceeding shall be commenced against the Owner Participant, the Owner Lessor or the OP Guarantor (provided the OP Guaranty shall not have been terminated or released) seeking (i) liquidation, reorganization or other relief with respect to it or its debts under Title 11 of the Bankruptcy Code or any bankruptcy, insolvency or other similar law now or hereafter in effect, or (ii) the appointment of a trustee, receiver, liquidator, custodian or other similar official with respect to it or any substantial part of its property or (iii) the winding-up or liquidation of the Owner Lessor; and such involuntary case or other proceeding shall remain undismissed and unstayed for a period of 60 days.

Lease Indenture Events of Default. Subject to Section 4.4 hereof, the term SECTION 7.1 LEASE INDENTURE EVENTS OF DEFAULT "Lease Indenture Event of Default,LEASE INDENTURE EVENT OF DEFAULT" wherever used herein, shall mean means any of the following events (whatever the reason for such Lease Indenture Event of Default and whether it such event shall be voluntary or involuntary or come about or be effected by operation of law or pursuant to or in compliance with any judgment, decree or order of any court or any order, rule or regulation of any administrative or governmental bodyGovernmental Authority): (a) any Lease Event of Default (other than with respect to (x) a Rent Default Event, (y) Excepted Payments unless the Facility Lease has been declared in default by the Owner Lessor or (z) the failure of the Facility Lessee to pay any amount which shall constitute an Excepted Payment unless maintain insurance in the amounts and on the terms set forth in the Operative Documents so long as the insurance actually maintained by the Facility Lessee has been declared is in default pursuant to Section 17 thereof by the Owner Lessor and the Indenture Trustee has consented to such event constituting a Lease Indenture Event of Default pursuant to Section 4.3(e) hereof) and other than a Lease Event of Default in consequence of the Facility Lessee's failure to maintain the insurance required by Section 11 of the Facility Lease ifaccordance with Prudent Industry Practice, and so long as, (i) as such Lease Event of Default is waived by the Owner Lessor and the Owner Participant Participant) shall have occurred and (ii) the insurance maintained by the Facility Lessee still constitutes Prudent Industry Practice)be continuing; or (b) default of the Owner Lessor shall fail to make in the payment when due of any (i) payment in respect of the principal of, or premium (including, without limitation, Make-Whole AmountPremium), if any, or interest on, or any scheduled fees due and payable under or with respect to any Lessor Note within five 5 Business Days after the same shall have become due or any (ii) other amounts due and payable by the Owner Lessor under or with respect to to, any Lessor Note within ten Business Days and such failure shall continue for thirty days after receipt by the Owner Lessor receives notice that such amount is due and payableof written demand therefore from the Security Agent; or (c) the Owner Lessor shall fail to perform or observe any covenant, obligation or agreement to be performed or observed by it under this Indenture (other than any covenant, obligation or agreement contained in clause (b) of this Section 4.2), the Owner Lessor or the Lessor Manager shall fail to perform or observe any covenant, obligation or agreement to be performed by it under Section 6 of the Participation Agreement, the Owner Participant shall fail to perform or observe any covenant, obligation or agreement to be performed by it under Section 7 of the Participation Agreement, the OP Guarantor shall fail to perform or observe any covenant, obligation or agreement to be performed by it under the OP Guaranty, in each case, in any material respect, which failure shall continue unremedied for 30 days after receipt by such party of written notice thereof; provided, however, that if such condition cannot be remedied within such 30-day period, then the period within which to remedy such condition shall be extended up to 180 days, so long as such party diligently pursues such remedy and such condition is reasonably capable of being remedied within such extended period; (d) any representation or warranty made by the Lessor Manager or the Owner Lessor in Section 3.2 or 3.3 of the Participation Agreement or in the certificate delivered by the Lessor Manager or the Owner Lessor at the Closing pursuant to Section 4.6 of the Participation Agreement or any representation or warranty made by the Owner Participant or the Owner Lessor in Section 3.4 this Lease Indenture or in any other Operative Document to which it is a party shall prove to have been inaccurate when made or deemed made in any material respect or by any OP Guarantor in its OP Guaranty (provided the OP Guaranty shall not have been terminated or released), as the case may be, and such misrepresentation or breach of warranty remains material and shall not have been corrected within a period of 30 days following written notice thereof being given to the Owner Lessor and the Owner Participant or such OP Guarantor, as the case may be, by any Noteholder (through the Lease Indenture Trustee); PROVIDED that, if such misrepresentation or breach of warranty is capable of correction but cannot with diligence be corrected within such 30-day period, such failure will not constitute a Lease Indenture Event of Default so long as the party whose representation or warranty was inaccurate promptly institutes corrective action within such 30-day period and diligently pursues such corrective action (but in no event shall the total period permitted to correct such misrepresentation or breach of warranty extend beyond 120 days from the date such notice was provided); or (d) any failure (i) by the Owner Lessor to observe, perform or comply with the provisions of any material covenant or obligation of the Participation Agreement Owner Lessor contained in this Lease Indenture or in any Operative Document to which it is a party (other than Section 3.4(i)as provided in clause (a) above) in any material respect or the certificate delivered (ii) by the Owner Participant at the Closing pursuant to Section 4.6 observe or perform any material covenant or obligation of the Participation Owner Participant contained in any Operative Document (other than the Tax Indemnity Agreement, ) to which it is a party or (iii) by any OP Guarantor to observe or any representation material covenant or warranty made obligation of such OP Guarantor contained in any OP Guaranty (provided the OP Guaranty shall not have been terminated or released); and such covenant remains material and such failure shall not have been cured within a period of 30 days following written notice thereof being given to the Owner Lessor and the Owner Participant, as the case may be, by any Noteholder (through the Lease Indenture Trustee); PROVIDED that, if such failure is capable of cure but cannot with diligence be cured within such 30-day period, such failure will not constitute a Lease Indenture Event of Default so long as the party failing to observe or perform such covenant promptly institutes corrective action within such 30-day period and diligently pursues such corrective action (but in no event shall the total period permitted to cure such failure extend beyond 180 days from the date such notice was provided); or (e) the Owner Participant, any OP Guarantor (provided the OP Guaranty shall not have been terminated or released) under the OP Guaranty or in the certificate delivered by such OP Guarantor at the Closing pursuant to Section 4.6 of the Participation Agreement, shall prove to have been incorrect in any material respect when made and continues to be material and unremedied for a period of 30 days after receipt by such party of written notice thereof; provided, however, that if such condition cannot be remedied within such 30-day period, then the period within which to remedy such condition shall be extended up to an additional 120 days, so long as such party diligently pursues such remedy and such condition is reasonably capable of being remedied within such extended period; (e) the Owner Participant, the Owner Lessor shall (i) voluntarily commence any proceeding or file any petition seeking relief under Bankruptcy Code or any other federal, state or foreign bankruptcy, insolvency or similar law, (ii) consent to the institution of, or fail to controvert in a timely and appropriate manner, any such proceeding or the filing of any such petition, (iii) apply for or consent to the appointment of a receiver, trustee, custodian, sequestrator or similar official for the Owner Lessor, such OP Guarantor (provided the OP Guaranty shall not have been terminated or released) shall (i) commence a voluntary case or other proceeding seeking relief under Title 11 of the Bankruptcy Code or liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect, or apply for or consent to the appointment of a trustee, receiver, liquidator, custodian or other similar official of it Owner Participant or any substantial part of its propertythe property of any of the foregoing, or (ii) consent to, or fail to controvert in a timely manner, any such relief or the appointment of or taking possession by any such official in any voluntary case or other proceeding commenced against it, or (iiiiv) file an answer admitting the material allegations of a petition filed against it in any such proceeding; or , (ivv) make a general assignment for the benefit of creditors; or , (vvi) become unable, admit in writing its inability or fail generally to pay its debts as they become due; , or (vivii) take corporate action for the purpose of effecting any of the foregoing; or (f) an involuntary case proceeding is commenced or other proceeding shall be commenced against an involuntary petition is filed in a court of competent jurisdiction seeking (i) relief in respect of the Owner Participant, the Owner Lessor or the any OP Guarantor (provided the OP Guaranty shall not have been terminated or released) seeking (i) liquidation, reorganization or other relief with respect to it or its debts the Owner Lessor under Title 11 of the Bankruptcy Code or any other federal, state or foreign bankruptcy, insolvency or other similar law now or hereafter in effect, or (ii) the appointment of a trustee, receiver, liquidatorLease Indenture Trustee, custodian custodian, sequestrator or other similar official with respect to it for the Owner Participant, such OP Guarantor (provided the OP Guaranty shall not have been terminated or released) or the Owner Lessor or any substantial part of its the property of the foregoing or (iii) the winding-up or liquidation of the Owner Lessor; Participant, such OP 41 Guarantor (provided the OP Guaranty shall not have been terminated or released) or the Owner Lessor and such involuntary case proceeding or other proceeding shall remain petition continues undismissed for 60 days or an order or decree approving or ordering any of the foregoing continues unstayed and unstayed in effect for a period of 60 days; or (g) If Owner Lessor shall give any notice pursuant to 42 Pa.C.S. ss.8143(c) or otherwise to terminate the operation of the Mortgage as security for future advances or future obligations made or incurred after the date the Lease Indenture Secured Parties receive such notice, or Owner Lessor shall take any other similar action for the purpose of limiting or attempting to limit the operation of the Mortgage as such security.