Mandatory Payment of Make Whole Premium; Default Conversion Sample Clauses

Mandatory Payment of Make Whole Premium; Default Conversion. In the event (i) that the Company (A) violates any provision of this Agreement in respect of the rights of or obligations owed to holders of the Series A Preferred Units, including but not limited to those set forth in Section 6.1 of the Amended and Restated Limited Liability Company Agreement, which violation is not cured on or before the forty-fifth (45th) day after notice thereof to the Company (it being understood and agreed that any such violation of this Agreement shall be curable within such forty-five (45) day period), or (B) fails to pay any amount in respect of the Series A Preferred Units pursuant to this Agreement (including but not limited to any payment of the Series A Preferred Return or any other declared dividend or distribution thereon), whether or not permitted under applicable law, then, unless the holders of Series A Preferred Units representing at least two thirds of votes in respect of all Series A Preferred Units notify the Company in writing on or before the forty-fifth (45th) day after notice thereof to the Company, that such requirement has been waived (such 45th day in the case of subsection (A) or (B), the “Cure Date”), or (ii) of a Make Whole Premium Trigger Event, then the Company shall, on or prior to the thirtieth (30th) day following such Cure Date or Make Whole Premium Trigger Event, as applicable (the “Make Whole Premium Payment Date”), pay in cash, in respect of each Series A Preferred Unit, to the holder thereof, the aggregate amount equal to the Make Whole Premium in respect of each such Series A Preferred Unit held by such holder. If, for any reason, the Company fails to pay the Make Whole Premium on or prior to the Make Whole Premium Payment Date in accordance with the preceding sentence, then on the next day following the Make Whole Premium Payment Date, each Series A Preferred Unit will be automatically converted into such number of Common Units equal to the Default Amount. The “Default Amount” shall mean the number of Common Units obtained by dividing the Stated Value for a Series A Preferred Unit by the Series A Conversion Price adjusted so that the aggregate number of Common Units issued in respect of all Series A Preferred Units immediately following such conversion equals 99% of all issued and outstanding Common Units and Company Securities convertible into Common Units (calculated as a single class on an as- converted to Common Unit) immediately following (and giving effect to) such conversion.
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Related to Mandatory Payment of Make Whole Premium; Default Conversion

  • Default Events (a) Any material breach of the Funding Agreement by the Recipient, including those set out below, will be an event of default (“Default Event”):

  • Termination due to Event of Default (a) Termination due to Parties Event of Default

  • Mandatory Conditions (a) Should the Employee or the Union fail to comply with any time limit in the grievance procedure, the grievance will be considered to be abandoned, unless the Parties have mutually agreed in writing to extend the time limits.

  • Benefits – Prepayment or Repayment of Premiums During Unpaid Portion of Leave 11.4.1 Teachers may prepay or repay benefit premiums payable during the duration of parental leave.

  • Additional Event of Suspension Section 4.01. Pursuant to Section 6.02 (l) of the General Conditions, the following additional event is specified, namely, that a situation has arisen which shall make it improbable that the Program, or a significant part thereof, will be carried out.

  • Default Interest Rate From and after the occurrence of any Event of Default, and so long as any such Event of Default remains unremedied or uncured thereafter, the Obligations outstanding under the Agreement shall bear interest at a per annum rate of five percent (5%) above the otherwise applicable interest rate hereunder, which interest shall be payable upon demand. In addition to the foregoing, a late payment charge equal to five percent (5%) of each late payment hereunder may be charged on any payment not received by Bank within ten (10) calendar days after the payment due date therefor, but acceptance of payment of any such charge shall not constitute a waiver of any Event of Default under the Agreement. In no event shall the interest payable under this Addendum and the Agreement at any time exceed the maximum rate permitted by law.

  • Events of Default Defined The following shall each constitute an "Event of Default" hereunder:

  • Suspension; Cancellation; Acceleration of Maturity Section 5.01. The following are specified as additional events for suspension of the right of the Borrower to make withdrawals from the Loan Account for the purposes of Section 8.01(m) of the Loan Regulations:

  • Payment of Principal, Interest, Escrow Items, Prepayment Charges, and Late Charges Borrower will pay each Periodic Payment when due. Borrower will also pay any prepayment charges and late charges due under the Note, and any other amounts due under this Security Instrument. Payments due under the Note and this Security Instrument must be made in U.S. currency. If any check or other instrument received by Lender as payment under the Note or this Security Instrument is returned to Lender unpaid, Lender may require that any or all subsequent payments due under the Note and this Security Instrument be made in one or more of the following forms, as selected by Lender: (a) cash; (b) money order; (c) certified check, bank check, treasurer’s check, or cashier’s check, provided any such check is drawn upon an institution whose deposits are insured by a U.S. federal agency, instrumentality, or entity; or (d) Electronic Fund Transfer. Payments are deemed received by Lender when received at the location designated in the Note or at such other location as may be designated by Lender in accordance with the notice provisions in Section 16. Lender may accept or return any Partial Payments in its sole discretion pursuant to Section 2. Any offset or claim that Borrower may have now or in the future against Lender will not relieve Borrower from making the full amount of all payments due under the Note and this Security Instrument or performing the covenants and agreements secured by this Security Instrument.

  • Final Redemption Unless previously redeemed, or purchased and cancelled, the Bonds will be redeemed at their principal amount on the Interest Payment Date falling on, or nearest to, June 26, 2017. The Bonds may not be redeemed at the option of the Issuer other than in accordance with this Condition.

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