Member Default Sample Clauses

Member Default. In addition, in the event a Contributing Member elects not to fund the Default Amount as a Member Loan, the Default Amount shall bear interest at the same rate that would apply in the case of a Member Loan until paid, and the Company shall withhold and offset any Distributions that would otherwise be made to the Defaulting Member against the Default Amounts and accrued interest thereon, until the Default Amount plus all accrued and unpaid interest thereon has been paid. The failure of Campus Crest or HSRE to fund its required share of any Required Amount, in full, by the required Due Date shall constitute a Campus Crest Triggering Event or HSRE Triggering Event, respectively, as provided in Section 6.1(a) and Section 6.3(a), respectively, unless such default is cured within the time periods provided therein, and shall be subject to the remedies set forth in Article 6.
Sample 1Sample 2Sample 3See All (5)
AutoNDA by SimpleDocs
Member Default. (a) An Event of Default shall exist with respect to a Member if such Member shall:
Sample 1Sample 2Sample 3See All (4)
Member Default. In the event that: • You or any of your employees and/or associated persons breach or fail to timely perform any of your or their material obligations under this Agreement or the Rules, or otherwise in respect of any Contract; • You fail to deposit or maintain any required collateral or fail to make any other payment required with respect to any Contract; • Any representation made by you hereunder including all documents incorporated by reference is not or ceases to be accurate and complete in any material respect; • A case in bankruptcy is commenced or a proceeding under any insolvency or other law for the protection of creditors or for the appointment of a receiver, trustee or similar officer is filed by or against you; • Any warrant or order of attachment is issued against any of your accounts or a judgment is levied against any such account; • You fail to provide adequate assurances acceptable to Nadex after Nadex has requested that such assurances be provided within a reasonable period of time under the circumstances, whenever Nadex considers such assurances necessary for the protection of Nadex, its Members and/or the Market; then Nadex shall have the right, without limitation, to: • Close out any or all open Contracts; • Cancel any of your or your customers’ outstanding orders; • Treat any and all of your obligations to Nadex as immediately due and owing; • Set-off any Nadex obligation to you against any of your obligations to Nadex; • Require that you liquidate any collateral held in your account on your behalf to satisfy your obligations to Nadex; • Terminate any or all of Nadex’s obligations for future performance with respect to your trading account; • Terminate your access to Nadex; and/or • Proceed with any other appropriate action in accordance with the Rules. Nadex shall make reasonable efforts to inform you that it will take or has taken any of the aforementioned actions.
Sample 1See All (4)
Member Default. Any act or omission by a Member or failure by the Member to perform any relevant obligation set out in the Services Contract or otherwise required to provide the Services. Payment Processing Fee and fees for cross border commercial payments The fee payable to the Payments Services Provider selected by Traktion Technologies for processing payments made through the Community Platform (except for British pound bank transfers which shall be free of charge) which shall be subject to a minimum charge of 50p and in respect of Stripe or PayPal payment processing fees, and credit/debit cards. Traktion Technologies does not charge for bank to bank transfers. Any costs associated with the transfer of funds through third party processing providers must be accounted for and added on top of the overall cost. We only accept payments in British pounds and any payments made from overseas must take this into consideration. Therefore the amount received for the invoice must be the full amount in British Pounds as stated on the invoice.
Sample 1Sample 2Sample 3
Member Default. In the event that: • You or any of your employees and/or associated persons breach or fail to timely perform any of your or their material obligations under this Agreement or the Rules, or otherwise in respect of any Contract; North American Derivatives Exchange, Inc. is subject to U.S. regulatory oversight by the CFTC. xxxxxx.xxx | Derivatives North America FCM Agreement, September 2022 • You fail to deposit or maintain any required collateral or fail to make any other payment required with respect to any Contract; • Any representation made by you hereunder including all documents incorporated by reference is not or ceases to be accurate and complete in any material respect; • A case in bankruptcy is commenced or a proceeding under any insolvency or other law for the protection of creditors or for the appointment of a receiver, trustee or similar officer is filed by or against you; • Any warrant or order of attachment is issued against any of your accounts or a judgment is levied against any such account; • You fail to provide adequate assurances acceptable to xxxxxx.xxx | Derivatives North America after xxxxxx.xxx | Derivatives North America has requested that such assurances be provided within a reasonable period of time under the circumstances, whenever xxxxxx.xxx | Derivatives North America considers such assurances necessary for the protection of xxxxxx.xxx | Derivatives North America, its Members and/or the Market; then xxxxxx.xxx | Derivatives North America shall have the right, without limitation, to • Close out any or all open Contracts; • Cancel any of your or your customers’ outstanding orders; • Treat any and all of your obligations to xxxxxx.xxx | Derivatives North America as immediately due and owing; • Set-off any xxxxxx.xxx | Derivatives North America obligation to you against any of your obligations to xxxxxx.xxx | Derivatives North America; • Require that you liquidate any collateral held in your account on your behalf to satisfy your obligations to xxxxxx.xxx | Derivatives North America; • Terminate any or all of xxxxxx.xxx | Derivatives North America’s obligations for future performance with respect to your trading account; • Terminate your access to xxxxxx.xxx | Derivatives North America; and/or • Proceed with any other appropriate action in accordance with the Rules. xxxxxx.xxx | Derivatives North America shall make reasonable efforts to inform you that it will take or has taken any of the aforementioned actions.
Sample 1
Member Default. The right for you to remain in possession of the Home is conditioned on your timely and full performance of each of the obligations under this Agreement and applicable law.
Sample 1
Member Default. (a) If an Island Member Default occurs, then provided NSAM Member complies with Section 5.8, NSAM Member may (but shall not be obligated to) exercise any or all of the following rights from time to time (provided Island Member acknowledges the following rights and remedies are cumulative and may be enforced by NSAM Member separately from time to time or together at the same time in such manner as NSAM Member determines, and no delay in the exercise of such rights shall be deemed a waiver thereof or of any other right):
Sample 1
AutoNDA by SimpleDocs
Member Default. If this transaction fails to close as a result of Member's default in the performance of any of Member's obligations in this Agreement, the parties acknowledge that such default could result in permanent and irreparable harm to the Company which may not be compensable by monetary damages, and as a result, the Company shall have the right to pursue specific performance and all other available equitable remedies on account of such default. Should specific performance or other remedies be unavailable or should the Company otherwise determine that it is in its best interests to seek damages, the Company may elect to terminate this Agreement and/or pursue any other available remedies.
Sample 1
Member Default 
Sample 1Sample 2Sample 3

Related to Member Default

  • Major Default The Purchasers shall be considered to be in “Major Default” in the event that (a) the Purchasers are in breach of their obligations under the Agreement and (b) such breaches, individually or in the aggregate, resulted or would reasonably be expected to result in (i) material Losses to the Sellers or their Affiliates, (ii) material reputational harm to the Sellers or their Affiliates, (iii) material and adverse regulatory consequences to the Sellers or their Affiliates, for which, in each case of clauses (i) through (iii), indemnification by the Purchasers pursuant to Article 8 of the Agreement would not be sufficient to remedy all damages incurred by the Sellers and their Affiliates or (iv) if the Sellers reasonably determine, based on the advice of counsel, that it would reasonably be expected to be a violation of their fiduciary duties under applicable Law to not terminate the Agreement, taking into account the indemnification by the Purchasers pursuant to Article 8 of the Agreement; provided, that the following breaches shall be excluded, and not taken into account, in determining if a Major Default has occurred: (x) any breach to the extent resulting from any action taken by the Purchasers pursuant to and in accordance with written direction given by the Sellers and (y) any breach to the extent arising out of or resulting from, directly or indirectly, a breach by the Sellers of the Agreement, the Transition Services Agreement or the Purchase Agreement.

  • Purchaser Default If Purchaser defaults in its obligations hereunder to (a) deliver the Initial Deposit or the Additional Deposit (or any other deposit or payment required of Purchaser hereunder), (b) deliver to Sellers the deliveries specified under Section 5.3 on the date required thereunder, or (c) deliver the Purchase Price for each Property at the time required by Section 2.2.4 and close on the purchase of each of the Properties on the applicable Closing Date for each Property, then, immediately and without the right to receive notice or to cure pursuant to Section 2.3.3, Purchaser shall forfeit the Deposit, and the Escrow Agent shall deliver the Deposit to Sellers, and neither party shall be obligated to proceed with the purchase and sale of the Properties. If Purchaser defaults in any of its other representations, warranties or obligations under this Contract, and such default continues for more than ten (10) days after written notice from Sellers’ Representative, then Purchaser shall forfeit the Deposit, and the Escrow Agent shall deliver the Deposit to Sellers, and neither party shall be obligated to proceed with the purchase and sale of the Property. The Deposit is liquidated damages and recourse to the Deposit is, except for Purchaser’s indemnity and confidentiality obligations hereunder and except as set forth in Section 13.16 below, Sellers’ sole and exclusive remedy for Purchaser’s failure to perform its obligation to purchase the Properties or breach of a representation or warranty. Sellers expressly waive the remedies of specific performance and additional damages for such default by Purchaser. SELLERS AND PURCHASER ACKNOWLEDGE THAT SELLERS’ DAMAGES WOULD BE DIFFICULT TO DETERMINE, AND THAT THE DEPOSIT IS A REASONABLE ESTIMATE OF SELLERS’ DAMAGES RESULTING FROM A DEFAULT BY PURCHASER IN ITS OBLIGATION TO PURCHASE THE PROPERTIES. SELLERS AND PURCHASER FURTHER AGREE THAT THIS SECTION 10.1 IS INTENDED TO AND DOES LIQUIDATE THE AMOUNT OF DAMAGES DUE SELLERS, AND SHALL BE SELLERS’ EXCLUSIVE REMEDY AGAINST PURCHASER, BOTH AT LAW AND IN EQUITY, ARISING FROM OR RELATED TO A BREACH BY PURCHASER OF ITS OBLIGATION TO CONSUMMATE THE TRANSACTIONS CONTEMPLATED BY THIS CONTRACT, OTHER THAN WITH RESPECT TO PURCHASER’S INDEMNITY AND CONFIDENTIALITY OBLIGATIONS HEREUNDER AND SELLERS RIGHT TO COLLECT ATTORNEY FEES AND EXPENSES UNDER SECTION 13.16 BELOW.

  • Owner Default Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract.

  • Seller Default If a Seller, prior to the Closing, defaults in its representations, warranties, covenants, or obligations under this Agreement, including to sell its Property as required by this Agreement and such default continues for more than ten (10) days after written notice from Purchaser, then, at Purchaser’s election, Purchaser may either (i) if Purchaser has closed on the remaining Properties for which there has been no default alleged, seek specific performance of the defaulting Seller’s obligations pursuant to this Agreement (but not damages); or (ii) give a Termination Notice to Sellers’ Representative of Purchaser’s decision to terminate this Agreement for the Properties for which there was such a default, proceed to Closing on the remaining Properties, and the applicable Seller shall pay to Purchaser an amount equal to the Applicable Share of the Deposit for the terminated Properties, Return on Deposit on the Applicable Share amount (or credit the same to Purchaser against the Base Purchase Price for the other Properties for which this Agreement has not been terminated), an amount equal to the actual third party costs incurred by Purchaser relating to breaking Purchaser’s rate lock with respect to the terminated Properties (provided Sellers’ liability for such costs to Purchaser related to breaking the rate lock shall not exceed $2,000,000 in the aggregate regardless of the number of terminated Properties), and, if Sellers’ default under this Agreement resulted from an intentional action or inaction of Sellers taken in bad faith (excluding any action or inaction a Seller reasonably takes or refuses to take in response to a request or requirement of any Lender) that causes one (1) or more of the Closings not to occur solely as a result of such action or inaction, a termination fee of $8,000,000 (the “Termination Fee”) (provided Purchaser has otherwise performed it obligations under this Agreement with respect to the other remaining Properties, including delivery of the Purchase Price therefor, and Sellers have been afforded notice and an opportunity to cure as provided above but have failed to so cure). The amount of the Termination Fee that may be collected by Purchaser shall be limited to $8,000,000, regardless of the number of Sellers alleged to have defaulted hereunder. Purchaser shall be entitled to execute on the Guaranty for any of the Applicable Share of the Deposit, Return on Deposit, and Termination Fee if the same are not returned within one (1) day after termination of the Agreement with respect to the Property or Properties in question.

  • Buyer Default If Buyer defaults under this Contract after the Review Period, and such default continues for thirty (30) days following written notice from Seller (provided no notice shall extend the time for Closing), then at Seller’s election by written notice to Buyer, this Contract shall be terminated and of no effect, in which event the Xxxxxxx Money Deposit, including any interest thereon, shall be paid to and retained by the Seller as Seller’s sole and exclusive remedy hereunder, and as liquidated damages for Buyer’s default or failure to close, and both Buyer and Seller shall thereupon be released from all obligations hereunder.

  • Default; Breach A “Default” is defined as a failure by the Lessee to comply with or perform any of the terms, covenants, conditions or Rules and Regulations under this Lease. A “Breach” is defined as the occurrence of one or more of the following Defaults, and the failure of Lessee to cure such Default within any applicable grace period:

  • Borrower Default Unless the Administrative Agent shall have received notice from Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders or the Issuing Bank hereunder that Borrower will not make such payment, the Administrative Agent may assume that Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders or the Issuing Bank, as the case may be, the amount due. In such event, if Borrower has not in fact made such payment, then each of the Lenders or the Issuing Bank, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or the Issuing Bank with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation.

  • Default H-GAC may, by written notice of default to the Contractor, terminate the whole or any part of the Agreement, in any one of the following circumstances:

  • Lender Default If any Lender shall fail to make any payment required to be made by it pursuant to Section 2.02(c), 2.14(e), 2.17(d), 2.18(d), 2.18(e) or 10.03(c), then the Administrative Agent may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Sections until all such unsatisfied obligations are fully paid.

  • Servicer Default If any one of the following events (a “Servicer Default”) shall occur and be continuing:

Time is Money Join Law Insider Premium to draft better contracts faster.