Nature of Event. An Event of Default shall exist if any one or more of the following occurs: (a) Borrower fails to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such payment is due, or (iii) any fee, expense or other amount due hereunder, under the Note, or under any other Loan Document, and such failure continues for a period of five (5) Business Days after Lender gives Borrower notice thereof; (b) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI or Section 5.9 of this Agreement; (c) Default is made in the due observance or performance by any Related Person of any of the covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender gives Borrower notice thereof; (d) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days; (e) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Note or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made; (f) Any Related Person: (i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or (ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or (iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or (iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 (not covered by insurance satisfactory to Lender in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or (v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral. (g) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.00; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00; (h) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by Borrower and such default is not cured within any applicable given period; (i) This Agreement, the Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegality; (j) Either (i) any “accumulated funding deficiency” (as defined in Section 412(a)) of the Code in excess of $25,000.00 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s assets available for the payment of such benefits by more than $10,000.00 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case of any Related Person or $10,000.00 in the case of any other ERISA Affiliate; or (k) A Change of Control occurs.
Appears in 2 contracts
Samples: Credit Agreement (Ryland Group Inc), Credit Agreement (Ryland Group Inc)
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) The Borrower fails to make any payment of (i) principal of the any Note on or before the date such payment is due, (ii) interest on the any Note and such failure continues for two three (23) Business Days after the date such payment is due, or (iii) any fee, expense or other amount fee due hereunder, under the any Note, or under any other Loan Document, and such failure continues for a period of five (5) Business Days after Lender the date such payment is due, or (iv) any expense or other amount due hereunder, under any Note, or under any other Loan Document and such failure continues for a period of five (5) Business Days after the Administrative Agent gives the Borrower notice thereof;
(b) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI or Section 5.9 of this Agreement;
(c) Default is made in the due observance or performance by any Related Person of any of the covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender the Administrative Agent gives the Borrower notice thereof;
(d) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(e) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Note Notes or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s 's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(f) Any Related Person:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 200,000.00 (not covered by insurance satisfactory to Lender in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.
(g) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.00500,000.00; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00;
(h) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by the Borrower and such default is not cured within any applicable given period;
(i) This Agreement, the Note Notes or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegality;
(j) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case of any Related Person or $10,000.00 in the case of any other ERISA Affiliate; or
(k) A Change of Control occurs.
Appears in 2 contracts
Samples: Credit Agreement (M I Homes Inc), Credit Agreement (M I Homes Inc)
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) Borrower fails to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after Notes or the date such payment is dueSwing-Line Note, or (iii) payment of any fee, expense or other amount due hereunder, under the NoteNotes, the Swing-Line Note or under any other Loan Document, on or before the date such payment is due;
(b) Guarantor fails to make any payment of any Obligation on the date such payment in due;
(c) Default is made in the due observance or performance by any Related Person of any covenant set forth in Sections 6.09, 6.10 and Section 6.15 and such failure default continues unremedied for a period thirty (30) calendar days after any executive officer of five (5) Business Days after Lender gives Borrower notice such Related Person obtains knowledge thereof;
(bd) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI that is not described in subsections (a), (b) or Section 5.9 of this Agreement(c) immediately above;
(ce) Default is made in the due observance or performance by any Related Person of any of the other covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender Agent gives Borrower notice thereof;
(df) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.17.01) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(eg) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Notes, the Swing-Line Note or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s 's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(fh) Any Related Person:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 500,000 (not covered by insurance satisfactory to Lender Agent in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.;
(gi) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.00100,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00100,000;
(hj) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in other Indebtedness of any line of credit maintained by Borrower and such default is not cured within Related Person to any applicable given periodLender;
(ik) This Agreement, the Notes, the Swing-Line Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Agent or any Lender; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Agent or any Lender other than by reason of illegality;
(jl) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 25,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case of any Related Person or $10,000.00 in the case of any other ERISA Affiliate10,000; or
(km) A Change of Control occurs.
Appears in 1 contract
Samples: Credit Agreement (Nab Asset Corp)
Nature of Event. An Event of Default shall exist if any one --------------- or more of the following occurs:
(a) Borrower fails to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such payment is dueNotes, or (iii) payment of any fee, expense or other amount due hereunder, under the Note, Notes or under any other Loan Document, on or before the date such payment is due and such failure default continues unremedied for a period of five two (52) Business Days after Lender gives Borrower notice any executive officer of such Related Person obtains knowledge thereof;
(b) Guarantor fails to make any payment of any Obligation on the date such payment in due and such default continues unremedied for two (2) Business Days after any executive officer of such Related Person obtains knowledge thereof;
(c) Default is made in the due observance or performance by any Related Person of any covenant set forth in Sections 6.09 through 6.11 and Section 6.16 and such default continues unremedied for thirty (30) calendar days after any executive officer of such Related Person obtains knowledge thereof;
(d) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI that is not described in subsections (a), (b) or Section 5.9 of this Agreement(c) immediately above;
(ce) Default is made in the due observance or performance by any Related Person of any of the other covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender Agent gives Borrower notice thereof;
(df) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.17.01) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(eg) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Note Notes or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s 's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(fh) Any Related Person:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 500,000 (not covered by insurance satisfactory to Lender Agent in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.;
(gi) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.00100,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00100,000;
(hj) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in other Indebtedness of any line of credit maintained by Borrower and such default is not cured within Related Person to any applicable given periodLender;
(ik) This Agreement, the Note Notes or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Agent or any Lender; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Agent or any Lender other than by reason of illegality;
(jl) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 25,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case of any Related Person or $10,000.00 in the case of any other ERISA Affiliate10,000; or
(km) A Change of Control occurs.
Appears in 1 contract
Samples: Credit Agreement (Nab Asset Corp)
Nature of Event. An “Event of Default Default” shall exist if any one or more of the following occurs:
(a) Borrower any Seller fails (i) to make any payment of (i) principal of the Note on or before the date such payment is when due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such payment is due, or (iii) of any fee, expense or other amount due hereunder, under the Note, or under any other Loan DocumentTransaction Document if such failure is not cured within five calendar days of the due date or, (ii) so long as the Servicer is one of the Sellers, the Servicer fails to make any payment or deposit to be made by it under this Agreement when due if such failure is not cured within five calendar days of the due date of such payment or deposit; or
(b) any Seller or, so long as the Servicer and one of the Sellers are the same entity, the Servicer fails to keep or perform any covenant or material obligations contained in this Agreement (other than as referred to in Section 8.1(a)) and such failure continues unremedied beyond the expiration of any applicable grace or notice period that may be expressly provided for a period of five (5) Business Days after Lender gives Borrower notice thereof;in such covenant or material obligations; or
(bc) Default is made any Seller, the Servicer (so long as the Servicer and one of the Sellers are the same entity) or the Performance Guarantor defaults in the due observance or performance by any Related Person of any covenant set forth in Article VI or Section 5.9 of this Agreement;
(c) Default is made in the due observance or performance by any Related Person of any of the covenants or agreements contained in this Agreement any Transaction Document other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender gives Borrower notice thereof;
(d) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a partythis Agreement, and (unless such default otherwise constitutes a Default or an Event of Default pursuant to other provisions of this Section 7.18.1) such default continues unremedied beyond the expiration of any applicable grace or notice period which that may be expressly allowed under provided for in such other Loan Transaction Document, but which, in any case, shall not be shorter than fifteen (15) days;; or
(ed) Any material statement, any warranty or representation by or on behalf of any Related Person Seller, the Servicer (so long as the Servicer and one of the Sellers are the same entity) or the Performance Guarantor contained in this Agreement, the Note Agreement or any other Loan Transaction Document to which it is a partyor any statement, warranty or representation in any Borrowing RequestPurchase Report, officer’s certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(f) Any Related Person:
(i) suffers the entry against it of a judgment; provided, decree that, this shall not include representations or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effectwarranties with respect to specific Mortgage Loans, including the federal Bankruptcy Codebut not limited to, as from time to time amended, clause (k) of Section 5.2 hereof unless such incorrect statements are made knowingly or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) daysintentionally; or
(iie) commences a voluntary case under (i) any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 (not covered by insurance satisfactory to Lender in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.
(g) Any Related Person Seller fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.001,500,000.00; or (ii) any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured any agreement securing or relating to such obligation (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit with the giving of notice or lapse of time or both the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or (iii) any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or (iv) regarding each of the Sellers or the Servicer (so long as the Servicer and one of the Seller are the same entity) any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00;1,500,000.00 with respect to each Seller and the Servicer; or
(f) any Seller, the Servicer (so long as the Servicer and one of the Sellers are the same entity) or the Performance Guarantor generally shall not pay its debts as they become due or shall admit in writing its inability to pay its debts, or shall make a general assignment for the benefit of creditors; or
(g) any Seller, the Servicer (so long as the Servicer and one of the Sellers are the same entity) or the Performance Guarantor shall (i) apply for or consent to the appointment of a receiver, trustee, custodian, intervenor or liquidator of it or of all or a substantial part of its assets, (ii) file a voluntary petition in bankruptcy, (iii) file a petition or answer seeking reorganization or an arrangement with creditors or to take advantage of any Debtor Laws, (iv) file an answer admitting the allegations of, or consent to, or default in answering, a petition filed against it in any bankruptcy, reorganization or insolvency proceeding, or (v) take action for the purpose of effecting any of the foregoing; or
(h) Any event an involuntary petition or condition occurs under complaint shall be filed against any provision contained in Seller, the Parent Debt Agreement Servicer (so long as the Servicer and one of the Sellers are the same entity) or the Performance Guarantor seeking bankruptcy or reorganization of any other material breach of the Sellers, the Servicer, or default under the Parent Debt Agreement occurs) if Performance Guarantor or the effect thereof is to cause appointment of a receiver, custodian, trustee, intervenor or permit liquidator of the holder Sellers, the Servicer or trustee the Performance Guarantor, all or substantially all of such obligation to cause such obligation to become due the assets of either the Sellers, the Servicer, or repurchased, prepaid, redeemed or defeased prior to its stated maturitythe Performance Guarantor; or an order, order for relief, judgment or, decree shall be entered by any default court of competent jurisdiction or event other competent authority approving a petition or complaint seeking reorganization of default occurs under any provision contained in any line the Sellers, the Servicer (so long as the Servicer and one of credit maintained by Borrower and such default is not cured within any applicable given period;the Sellers are the same entity) or the Performance Guarantor or appointing a receiver, custodian, trustee, intervenor or liquidator of the Sellers, the Servicer or the Performance Guarantor, or of all or substantially all of assets of the Sellers, the Servicer or the Performance Guarantor; or
(i) This Agreementany Seller, the Note Servicer (so long as the Servicer and one of the Sellers are the same entity) or the Performance Guarantor shall fail within 30 days to pay, bond or otherwise discharge any final judgment or order (or judgments or orders) for payment of money in excess of $5,000,000.00 (singly or in the aggregate);
(j) any Person shall levy on, seize or attach all or any material portion of the assets of any Seller, the Servicer (so long as the Servicer and one of the Sellers are the same entity) or the Performance Guarantor and within thirty (30) days thereafter the Sellers, the Servicer or the Performance Guarantor shall not have dissolved such levy or attachment, as the case may be, and, if applicable, regained possession of such seized assets; or
(k) if an event or condition specified in Section 5.1(w) shall occur or exist; or
(l) any of the Sellers or the Servicer (so long as the Servicer and one of the Sellers are the same entity) becomes ineligible to originate, sell or service Mortgage Loans to Xxxxxx Xxx, Xxxxxxx Mac or Xxxxxx Mae, or Xxxxxx Xxx, Xxxxxxx Mac or Xxxxxx Mae shall impose any sanctions upon or terminate or revoke any rights of the Servicer (so long as the Servicer and one of the Sellers are the same entity) or any of the Sellers; or
(m) if (x) any Governmental Authority cancels any Seller’s right to be either a seller or servicer of such Governmental Authority’s insured or guaranteed Mortgage Loans or mortgage-backed securities, (y) any Approved Take-Out Investor cancels for cause any servicing or underwriting agreement between any of the Sellers and such Approved Take-Out Investor that could reasonably be expected to have a Material Adverse Effect or (z) any Seller receives notice from a Governmental Authority that such Governmental Authority intends to revoke such Seller’s right to be a seller or servicer of such Governmental Authority’s insured or guaranteed Mortgage Loans or mortgaged-backed securities and such notice is not withdrawn within (10) ten days of the receipt thereof; or
(n) failure of any Seller to correct an imbalance in any escrow account established with such Seller as either an originator, purchaser or servicer of Mortgage Loans, which imbalance may have a Material Adverse Effect, within two (2) Business Days after demand by any beneficiary of such account or by the Administrative Agent; or
(o) failure of any of the Sellers or the Servicer to meet, at all times, the minimum net worth requirements of Xxxxxx Xxx, Xxxxxxx Mac or Xxxxxx Mae as an originator, seller or servicer, as applicable; or
(p) any material provision of this Agreement or any other Loan Transaction Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender part; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegality;
(j) Either (i) any “accumulated funding deficiency” (as defined in Section 412(a)) of the Code in excess of $25,000.00 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s assets available for the payment of such benefits by more than $10,000.00 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case of any Related Person or $10,000.00 in the case of any other ERISA Affiliatedenied; or
(kq) A Change a “change in control,” with respect to the ownership of Control occurs.AHMIC shall have occurred after the date hereof (and as used in this subparagraph, the term “change in control” shall mean an acquisition by any Person, partnership or group, as defined under the Securities Exchange Act of 1934, as amended, of a direct or indirect beneficial ownership of 10% or more of the then-outstanding voting stock of the Performance Guarantor); or AHMIC shall cease at any time to own directly or indirectly 100% of the stock of each Seller; or
Appears in 1 contract
Samples: Repurchase Agreement (American Home Mortgage Investment Corp)
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) Borrower fails The Company and the applicable Co-Borrowers fail to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the any Note and such failure continues for or any fee or other amount required to be paid to Agent or any Lender pursuant to this Agreement or any other Loan Document within two (2) Business Days calendar days after the date such payment is due, or (iii) any fee, expense or other amount due hereunder, under the Note, or under any other Loan Document, and notice of such failure continues for a period of five (5) Business Days after Lender gives Borrower notice thereofis given by Agent to the Company and the applicable Co-Borrowers;
(b) Default is made in the due observance or performance by the Company and the applicable Co-Borrowers or any Related Person Restricted Subsidiaries of any covenant or agreement set forth in Article VI or Section 5.9 of this Agreement5.01 and such default continues unremedied for thirty (30) calendar days;
(c) Default is made in the due observance or performance by the Company and the applicable Co-Borrowers or any Related Person Restricted Subsidiaries of any of the covenants covenant or agreements contained agreement set forth in this Agreement any Loan Document (other than those described as referred to in subsections (a) or (b) immediately above above) and such Default default continues unremedied for a period of fifteen thirty (1530) calendar days after Lender gives Borrower notice thereofof such default is given by Agent to the Company and the applicable Co-Borrowers;
(d) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(e) Any material statement, warranty or representation by or on behalf of any Related Person the Company and the applicable Co-Borrowers contained in this Agreement, the Note or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s certificate or other writing furnished in connection with this Agreementborrowing request, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(fe) Any Related PersonBorrower or any Restricted Subsidiary:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an any order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes partnership action, corporate action or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator sequestrator, or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at it any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 500,000 (not covered by insurance satisfactory to Lender Agent in its discretion), unless the same is discharged within thirty (30) days after the date of entry carry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral; provided, however, if any event set forth in this Section 7.01(e) occurs with respect to any Restricted Subsidiary, the occurrence of such event shall not constitute an Event of Default unless it could have a Materially Adverse Effect.
(gf) Any Related Person The Company or any Restricted Subsidiary fails to make when due or within any applicable grace period (after giving effect to any applicable notice requirement), any payment on any GAAP Indebtedness and Contingent Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.00); or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof a Material Adverse Effect is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00caused thereby;
(hg) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by Borrower and such default is not cured within any applicable given period;
(i) This Agreement, the Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Agent or any Lender; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegalityAgent or any Lender;
(jh) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 25,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) the Company or any Related Person of its Restricted Subsidiaries or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case of any Related Person or $10,000.00 in the case of any other ERISA Affiliate10,000; or
(ki) A Change of Control occurs.
Appears in 1 contract
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) Borrower fails to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such payment is dueNote, or (iii) payment of any fee, expense or other amount due hereunder, under the Note, Note or under any other Loan Document, and on or before the date such failure continues for a period of five (5) Business Days after Lender gives Borrower notice thereofpayment is due;
(b) Guarantor fails to make any payment of any Obligation owing by Guarantor under the Guaranty on or before the date such payment in due;
(c) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI ARTICLE VII or Section 5.9 by Guarantor of this Agreementany covenant set forth in the Guaranty;
(cd) Default is made in the due observance or performance by any Related Person of any of the other covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default default continues for a period of fifteen thirty (1530) days after Lender Bank One gives Borrower notice thereof;
(de) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1SECTION 8.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(ef) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Note or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s 's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(fg) any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness other than the Obligations with an unpaid principal balance of over $100,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $100,000;
(h) Any Related PersonPerson or Guarantor:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 100,000 with respect to Borrower or $1,000,000 with respect to Guarantor (not covered by insurance satisfactory to Lender Bank One in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.
(g) Any Related Person fails to make when due , and such writ or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance warrant of over $1,000,000.00; attachment or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00;
(h) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by Borrower and such default similar process is not cured stayed or released within thirty days after the entry or levy thereof or after any applicable given periodstay is vacated or set aside;
(i) This Agreement, the Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Bank One; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegalityBank One;
(j) Any default or event of default shall occur with respect to the payment of any Indebtedness of a Related Person or Guarantor to Bank One (other than the Obligations);
(k) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 25,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any each Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case 10,000;
(l) a Change of any Related Person or $10,000.00 in the case of any other ERISA AffiliateControl occurs; or
(km) A Change any Indebtedness of Control occursGuarantor under that certain Credit Agreement dated April 18, 1996, among Guarantor, NationsBank of Texas, N.A., as Agent, and certain financial institutions is accelerated.
Appears in 1 contract
Samples: Credit Agreement (Cameron Ashley Building Products Inc)
Nature of Event. An Event of Default shall exist if any one or --------------- more of the following occurs:
(a) Borrower fails to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such payment is dueNote, or (iii) payment of any fee, expense or other amount due hereunder, under the Note, Note or under any other Loan Document, on or before the date such payment is due and such failure default continues unremedied for a period of five two (52) Business Days after Lender gives Borrower notice any executive officer of such Related Person obtains knowledge thereof;
(b) Guarantor fails to make any payment of any Obligation on the date such payment is due and such default continues unremedied for two (2) Business Days after any executive officer of such Related Person obtains knowledge thereof;
(c) Default is made in the due observance or performance by any Related Person of any covenant set forth in Sections 7.09 through 7.11 and Section 7.16 and such default continues unremedied for thirty (30) calendar days after any executive officer of such Related Person obtains knowledge thereof;
(d) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI VII that is not described in subsections (a), (b) or Section 5.9 of this Agreement(c) immediately above;
(ce) Default is made in the due observance or performance by any Related Person of any of the other covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender gives Borrower notice thereof;
(df) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.18.01) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(eg) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Note Notes or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s Officer's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(fh) Any Related Person:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 500,000 (not covered by insurance satisfactory to Lender in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral., and such writ or warrant of attachment or any similar process is not stayed or released within thirty days after the entry or levy thereof or after any stay is vacated or set aside;
(gi) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness (Indebtedness, other than the Obligations) Obligations with an unpaid principal balance of over $1,000,000.00100,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00100,000;
(hj) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in other Indebtedness of any line of credit maintained by Borrower and such default is not cured within any applicable given periodRelated Person to Lender;
(ik) This Agreement, the Note Notes or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Lender; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegality;
(jl) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 25,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case of any Related Person or $10,000.00 in the case of any other ERISA Affiliate10,000; or
(km) A Change of Control occurs.
Appears in 1 contract
Samples: Credit Agreement (Nab Asset Corp)
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) Borrower fails to make when due any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such Notes; or Borrower fails to make any payment is dueof any interest, or (iii) any fee, expense or other amount due hereunder, under the NoteNotes, or under any other Loan Document, and such failure continues for a period of five within three (53) Business Days days after Lender gives Borrower notice thereofthe same becomes due;
(b) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI or Section 5.9 V of this AgreementAgreement (other than Sections 5.8, 5.9 and 5.11) and such Default continues for a period of fifteen (15) days after Agent gives Borrower notice thereof;
(c) Default is made in the due observance or performance by any Related Person of any of the covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender gives Borrower notice thereofabove;
(d) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise also constitutes a an Event of Default pursuant to other provisions of this Section 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(e) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Note Notes or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed mademade (it being understood that if any representations and warranties made in respect of any Mortgage Loans included as Eligible Mortgage Loans in the Borrowing Base are not true and correct in all material respects as of any date Borrower may cure such Default by removing, within one (1) Business Day after receipt of written notice from Agent to Borrower, such Mortgage Loan from inclusion as an Eligible Mortgage Loan in the Borrowing Base by making any mandatory repayment required by Section 2.5);
(f) Any Related Person:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 250,000.00 (not covered by insurance satisfactory to Lender Required Lenders in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.
(g) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.00250,000.00; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00;
(h) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of other credit facility maintained by Borrower and such default is not cured within any applicable given periodBorrower;
(i) This Agreement, the any Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Agent or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegalityAgent;
(j) Either (i) any “accumulated funding deficiency” (as defined in Section 412(a)) of the Code in excess of $25,000.00 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s assets available for the payment of such benefits by more than $10,000.00 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case of any Related Person or $10,000.00 in the case of any other ERISA Affiliate;
(k) Any default or event of default (after expiration of any applicable notice and cure period) occurs under (i) any provision contained in any credit facility maintained by Parent with an original principal amount greater than or equal to $10,000,000 or (ii) any other recourse obligation of Parent greater than or equal to $10,000,000; or
(kl) A Change of Control occurs.
Appears in 1 contract
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) Borrower Any Related Person or Parent fails to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such payment is dueNote, or (iii) payment of any fee, expense or other amount due hereunder, under the Note, or under any other Loan Document, and on or before the date such failure continues for a period of five (5) Business Days after Lender gives Borrower notice thereofpayment is due;
(b) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI or Section 5.9 ARTICLE V of this AgreementAgreement (other than SECTION 5.9) and such Default continues for a period of thirty (30) days after Lender gives Borrower notice thereof;
(c) Default is made in the due observance or performance by any Related Person of any of the covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender gives Borrower notice thereofabove;
(d) Any Related Person or Parent defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a partyparty (other than this Agreement), and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section SECTION 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(e) Any material statement, warranty or representation by or on behalf of any Related Person or Parent contained in this Agreement, the Note or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s 's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(f) Any Related PersonPerson or Parent:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty ninety (6090) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty ninety (6090) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 1,000,000 (not covered by insurance satisfactory to Lender in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.;
(g) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.001,000,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.001,000,000;
(h) Any event or condition occurs under any provision contained in the Parent Debt Agreement Agreements (or any other material breach or default under the Parent Debt Agreement Agreements occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any ;
(i) Any default or event of default occurs under any provision contained other agreement governing Indebtedness of the Borrower or any of its Subsidiaries, which indebtedness is in any line excess of credit maintained by Borrower and $50,000, whether or not such default is not cured within any applicable given periodor event of default results in acceleration of said Indebtedness;
(ij) This Agreement, the Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as as. the result of any action initiated by any Person other than Lender Lender; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegality;
(jk) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 75,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 of$ 10,000 in the case of any Related Person or $10,000.00 100,000 in the case of any other ERISA Affiliate; or;
(kl) Any interest created by any Security Instrument shall cease to be enforceable and of the same priority purported to be created thereby,
(m) A Change of Control occurs; or
(n) Any Related Person or Parent is dissolved or otherwise ceases to exist except as permitted by SECTION 6.1.
Appears in 1 contract
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) Borrower fails Borrowers fail to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such payment is dueNote, or (iii) payment of any fee, expense or other amount due hereunder, under the Note, or under any other Loan Document, and on or before the date such failure continues for a period of five (5) Business Days after Lender gives Borrower notice thereofpayment is due;
(b) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI or Section 5.9 V of this AgreementAgreement (other than Section 5.9) and such Default continues for a period of fifteen (15) days after Lender gives Borrowers notice thereof;
(c) Default is made in the due observance or performance by any Related Person of any of the covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender gives Borrower notice thereofabove;
(d) Any Related Person or Parent defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(e) Any material statement, warranty or representation by or on behalf of any Related Person or Parent contained in this Agreement, the Note or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(f) Any Related PersonPerson or Parent:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 500,000 (not covered by insurance satisfactory to Lender in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.;
(g) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness under any Permitted Warehouse Facility or any other Indebtedness (other than except the Obligations) with an unpaid principal balance of over $1,000,000.00250,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00250,000;
(h) Any event or condition occurs under any provision contained in the Parent Debt Agreement any document or agreement governing any Permitted Warehouse Facility (or any other material breach or default under the Parent Debt Agreement any such document or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by Borrower and such default is not cured within any applicable given period;
(i) This Agreement, the Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Lender; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegality;
(j) Either (i) any “accumulated funding deficiency” (as defined in Section 412(a)) of the Code in excess of $25,000.00 500,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case of any Related Person or $10,000.00 in the case of any other ERISA Affiliate; or10,000;
(k) A Change of Control occurs;
(l) General Partner ceases to be the general partner of Bayport;
(m) Bayport is not treated as a partnership for federal income tax purposes;
(n) The Partnership Agreement is modified without the prior written consent of Lender; or
(o) Bayport is dissolved.
Appears in 1 contract
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) Borrower fails to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such payment is dueNote, or (iii) payment of any fee, expense or other amount due hereunder, under the Note, or under any other Loan Document, and on or before the date such failure continues for a period of five (5) Business Days after Lender gives Borrower notice thereofpayment is due;
(b) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI or Section 5.9 V of this AgreementAgreement (other than Section 5.9) and such Default continues for a period of fifteen (15) days after Lender gives Borrower notice thereof;
(c) Default is made in the due observance or performance by any Related Person of any of the covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender gives Borrower notice thereofabove;
(d) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(e) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Note or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s 's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(f) Any Related Person:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 1,000,000 individually and $2,500,000 in the aggregate (not covered by insurance satisfactory to Lender in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.;
(g) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.001,000,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.001,000,000;
(h) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by Borrower and such default is not cured within any applicable given period;
(i) This Agreement, the Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Lender; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegality;
(ji) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 25,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 10,000 in the case of any Related Person or $10,000.00 100,000 in the case of any other ERISA Affiliate; or
(kj) A Change of Control occurs.
Appears in 1 contract
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) Borrower fails to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such payment is dueNote, or (iii) payment of any fee, expense or other amount due hereunder, under the Note, Note or under any other Loan Document, and on or before the date such failure continues for a period of five (5) Business Days after Lender gives Borrower notice thereofpayment is due;
(b) Guarantor fails to make any payment of any Obligation owing by Guarantor under the Guaranty on or before the date such payment in due;
(c) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI ARTICLE VII or Section 5.9 by Guarantor of this Agreementany covenant set forth in the Guaranty;
(cd) Default is made in the due observance or performance by any Related Person of any of the other covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default default continues for a period of fifteen thirty (1530) days after Lender Bank One gives Borrower notice thereof;
(de) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1SECTION 8.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(ef) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Note or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s 's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(fg) any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness other than the Obligations with an unpaid principal balance of over $100,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $100,000; (h) Any Related PersonPerson or Guarantor:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 100,000 with respect to Borrower or $1,000,000 with respect to Guarantor (not covered by insurance satisfactory to Lender Bank One in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.
(g) Any Related Person fails to make when due , and such writ or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance warrant of over $1,000,000.00; attachment or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00;
(h) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by Borrower and such default similar process is not cured stayed or released within thirty days after the entry or levy thereof or after any applicable given periodstay is vacated or set aside;
(i) This Agreement, the Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Bank One; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegalityBank One;
(j) Any default or event of default shall occur with respect to the payment of any Indebtedness of a Related Person or Guarantor to Bank One (other than the Obligations);
(k) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 25,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any iii)each Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case 10,000;
(l) a Change of any Related Person or $10,000.00 in the case of any other ERISA AffiliateControl occurs; or
(km) A Change any Indebtedness of Control occursGuarantor under that certain Credit Agreement dated April 18, 1996, among Guarantor, NationsBank of Texas, N.A., as Agent, and certain financial institutions is accelerated.
Appears in 1 contract
Samples: Credit Agreement (Cameron Ashley Building Products Inc)
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) The Borrower fails to make any payment of (i) principal of the any Note on or before the date such payment is due, (ii) interest on the any Note and such failure continues for two three (23) Business Days after the date such payment is due, or (iii) any fee, expense or other amount fee due hereunder, under the any Note, or under any other Loan Document, and such failure continues for a period of five (5) Business Days after Lender the date such payment is due, or (iv) any expense or other amount due hereunder, under any Note, or under any other Loan Document and such failure continues for a period of five (5) Business Days after the Administrative Agent gives the Borrower notice thereof;
(b) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI VI, Section 5.1 or Section 5.9 of this Agreement;
(c) Default is made in the due observance or performance by any Related Person of any of the covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender the Administrative Agent gives the Borrower notice thereof;
(d) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(e) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Note Notes or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s 's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(f) Any Related Person:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 200,000 (not covered by insurance satisfactory to Lender in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.
(g) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.00250,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00250,000;
(h) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by the Borrower and such default is not cured within any applicable given period;
(i) This Agreement, the Note Notes or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegality;
(j) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 25,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 10,000 in the case of any Related Person or $10,000.00 10,000 in the case of any other ERISA Affiliate; or
(k) A Change of Control occurs.
Appears in 1 contract
Samples: Credit Agreement (M I Homes Inc)
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) The Borrower fails to make any payment of (i) principal of the any Note on or before the date such payment is due, (ii) interest on the any Note and such failure continues for two three (23) Business Days after the date such payment is due, or (iii) any fee, expense or other amount fee due hereunder, under the any Note, or under any other Loan Document, and such failure continues for a period of five (5) Business Days after Lender the date such payment is due, or (iv) any expense or other amount due hereunder, under any Note, or under any other Loan Document and such failure continues for a period of five (5) Business Days after the Administrative Agent gives the Borrower notice thereof;
(b) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI VI, Section 5.1 or Section 5.9 of this Agreement;
(c) Default is made in the due observance or performance by any Related Person of any of the covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender the Administrative Agent gives the Borrower notice thereof;
(d) Any Related Person or Guarantor defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(e) Any material statement, warranty or representation by or on behalf of any Related Person contained in this Agreement, the Note Notes or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s 's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(f) Any Related PersonPerson or Guarantor:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 200,000 (not covered by insurance satisfactory to Lender in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.
(g) Any Related Person or Guarantor fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.00250,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person or Guarantor with unpaid principal balances exceeding, in the aggregate, $250,000.00250,000;
(h) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by the Borrower and such default is not cured within any applicable given period;
(i) This Agreement, the Note Notes or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegality;
(j) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 25,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 10,000 in the case of any Related Person or $10,000.00 10,000 in the case of any other ERISA Affiliate; or
(k) A Change of Control occurs.
Appears in 1 contract
Samples: Credit Agreement (M I Homes Inc)
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) Borrower Any Related Person or Parent fails to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the Note and such failure continues for two (2) Business Days after the date such payment is dueNote, or (iii) payment of any fee, expense or other amount due hereunder, under the Note, or under any other Loan Document, and on or before the date such failure continues for a period of five (5) Business Days after Lender gives Borrower notice thereofpayment is due;
(b) Default is made in the due observance or performance by any Related Person of any covenant set forth in Article VI or Section 5.9 V of this AgreementAgreement (other than Section 5.9) and such Default continues for a period of thirty (30) days after Lender gives Preferred notice thereof;
(c) Default is made in the due observance or performance by any Related Person of any of the covenants or agreements contained in this Agreement other than those described in subsections (a) or (b) immediately above and such Default continues for a period of fifteen (15) days after Lender gives Borrower notice thereofabove;
(d) Any Related Person or Parent defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a partyparty (other than this Agreement), and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(e) Any material statement, warranty or representation by or on behalf of any Related Person or Parent contained in this Agreement, the Note or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s 's certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(f) Any Related PersonPerson or Parent:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes corporate or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 500,000 (not covered by insurance satisfactory to Lender in its discretion), unless the same is discharged within thirty (30) days after the date of entry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part of the Mortgage Collateral.;
(g) Any Related Person fails to make when due or within any applicable grace period any payment on any Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.001,000,000; or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.001,000,000;
(h) Any event or condition occurs under any provision contained in the Parent Debt Agreement Agreements (or any other material breach or default under the any Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by Borrower and such default is not cured within any applicable given period;
(i) This Agreement, the Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Lender; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegality;
(j) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 75,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) any Related Person or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 10,000 in the case of any Related Person or $10,000.00 100,000 in the case of any other ERISA Affiliate; or;
(k) A Change of Control occurs; or
(l) Any Related Person or Parent is dissolved or otherwise ceases to exist except as permitted by Section 6.1.
Appears in 1 contract
Nature of Event. An Event of Default shall exist if any one or more of the following occurs:
(a) Borrower fails to make any payment of (i) principal of the Note on or before the date such payment is due, (ii) interest on the any Note and such failure continues for or any fee or other amount required to be paid to Agent or any Lender pursuant to this Agreement or any other Loan Document within two (2) Business Days calendar days after the date such payment is due, or (iii) any fee, expense or other amount due hereunder, under the Note, or under any other Loan Document, and notice of such failure continues for a period of five (5) Business Days after Lender gives Borrower notice thereofis given by Agent to Borrower;
(b) Default is made in the due observance or performance by Borrower or any Related Person of its Restricted Subsidiaries of any covenant or agreement set forth in Article VI or Section 5.9 of this Agreement5.01 and such default continues unremedied for thirty (30) calendar days;
(c) Default is made in the due observance or performance by Borrower or any Related Person of its Restricted Subsidiaries of any of the covenants covenant or agreements contained agreement set forth in this Agreement any Loan Document (other than those described as referred to in subsections (a) or (b) immediately above above) and such Default default continues unremedied for a period of fifteen thirty (1530) calendar days after Lender gives Borrower notice thereofof such default is given by Agent to Borrower;
(d) Any Related Person defaults in the due observance or performance or any of the covenants or agreements contained in any other Loan Document to which it is a party, and (unless such default otherwise constitutes a Default pursuant to other provisions of this Section 7.1) such default continues unremedied beyond the expiration of any applicable grace period which may be expressly allowed under such other Loan Document, but which, in any case, shall not be shorter than fifteen (15) days;
(e) Any material statement, warranty or representation by or on behalf of any Related Person Borrower contained in this Agreement, the Note or any other Loan Document to which it is a party, or in any Borrowing Request, officer’s certificate or other writing furnished in connection with this Agreement, proves to have been incorrect or misleading in any material respect as of the date made or deemed made;
(fe) Any Related PersonBorrower or any Restricted Subsidiary:
(i) suffers the entry against it of a judgment, decree or order for relief by a court of competent jurisdiction in an involuntary proceeding commenced under any applicable bankruptcy, insolvency or other similar law of any jurisdiction now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, or has any such proceeding commenced against it which remains undismissed for a period of sixty (60) days; or
(ii) commences a voluntary case under any applicable bankruptcy, insolvency or similar law now or hereafter in effect, including the federal Bankruptcy Code, as from time to time amended, ; or applies for or consents to the entry of an any order for relief in an involuntary case under any such law; or makes a general assignment for the benefit of creditors; or fails generally to pay (or admits in writing its inability to pay) its debts as such debts become due; or takes partnership action, corporate action or other action to authorize any of the foregoing; or
(iii) suffers the appointment of or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator sequestrator, or similar official of all or a substantial part of its assets or of any part of the Mortgage Collateral in a proceeding brought against or initiated by it, and such appointment or taking possession is neither made ineffective nor discharged within sixty (60) days after the making thereof, or such appointment or taking possession is at it any time consented to, requested by, or acquiesced to by it; or
(iv) suffers the entry against it of a final judgment for the payment of money in excess of $500,000.00 500,000 (not covered by insurance satisfactory to Lender Agent in its discretion), unless the same is discharged within thirty (30) days after the date of entry carry thereof or an appeal or appropriate proceeding for review thereof is taken within such period and a stay of execution pending such appeal is obtained; or
(v) suffers a writ or warrant of attachment or any similar process to be issued by any court against all or any substantial part of its assets or any part pan of the Mortgage Collateral; provided, however, if any event set forth in this Section 7.01(e) occurs with respect to any Restricted Subsidiary, the occurrence of such event shall not constitute an Event of Default unless it could have a Materially Adverse Effect.
(gf) Any Related Person Borrower or any Restricted Subsidiary fails to make when due or within any applicable grace period (after giving effect to any applicable notice requirement), any payment on any GAAP Indebtedness and Contingent Indebtedness (other than the Obligations) with an unpaid principal balance of over $1,000,000.00); or any event or condition occurs under any provision contained in any agreement under which such obligation is governed, evidenced or secured (or any other material breach or default under such obligation or agreement occurs) if the effect thereof a Material Adverse Effect is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any such obligation becomes due (other than by regularly scheduled payments) prior to its stated maturity; or any of the foregoing occurs with respect to any one or more items of Indebtedness of any Related Person with unpaid principal balances exceeding, in the aggregate, $250,000.00caused thereby;
(hg) Any event or condition occurs under any provision contained in the Parent Debt Agreement (or any other material breach or default under the Parent Debt Agreement occurs) if the effect thereof is to cause or permit the holder or trustee of such obligation to cause such obligation to become due or repurchased, prepaid, redeemed or defeased prior to its stated maturity; or any default or event of default occurs under any provision contained in any line of credit maintained by Borrower and such default is not cured within any applicable given period;
(i) This Agreement, the Note or any other Loan Document shall for any reason cease to be in full force and effect, or be declared null and void or unenforceable in whole or in part as the result of any action initiated by any Person other than Lender Agent or any Lender; or the validity or enforceability of any such document shall be challenged or denied by any Person other than Lender other than by reason of illegalityAgent or any Lender;
(jh) Either (i) any “"accumulated funding deficiency” " (as defined in Section 412(a)) of the Code in excess of $25,000.00 25,000 exists with respect to any ERISA Plan, whether or not waived by the Secretary of the Treasury or his delegate, or (ii) any Termination Event occurs with respect to any ERISA Plan and the then current value of such ERISA Plan’s 's benefits guaranteed under Title IV of ERISA exceeds the then current value of such ERISA Plan’s 's assets available for the payment of such benefits by more than $10,000.00 10,000 (or in the case of a Termination Event involving the withdrawal of a substantial employer, the withdrawing employer’s 's proportionate share of such excess exceeds such amount) or (iii) Borrower or any Related Person of its Restricted Subsidiaries or any ERISA Affiliate withdraws from a multiemployer plan resulting in liability under Title IV of ERISA of an amount in excess of $10,000.00 in the case of any Related Person or $10,000.00 in the case of any other ERISA Affiliate10,000; or
(ki) A Change of Control occurs.
Appears in 1 contract
