Non-Monetary Default. The happening of one or more of the following events of default shall constitute a Non-Monetary Default: (a) The occurrence of a material adverse change in the financial condition of any of the Borrowers. (b) If any representation or warranty made by Borrowers in any writing furnished in connection with or pursuant to this Loan Agreement by Borrower shall be false in any material respect on the date on which it was made. (c) If Borrowers default in the performance of any covenant contained in this Loan Agreement, or violates any other term, condition or representation contained in this Loan Agreement, the Note, or in any instrument, document or agreement related hereto or thereto. (d) If there are final judgments for the payment of money, which are outstanding against any of the Borrowers and any one of such judgments has been outstanding for more than ninety (90) days from the date of its entry and has not been discharged in full, stayed pending further proceedings or bonded. (e) If a receiver, liquidator or trustee of Borrowers of any material portion of their property, is appointed by court order and such order remains in effect for more than thirty (30) days; or any of the Borrowers is adjudicated bankrupt or insolvent; or any material portion of the properties of any of the Borrowers is attached or sequestered by court order and such order remains in effect for more than sixty (60) days; or a petition is filed against any of the Borrowers under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, and is not dismissed within sixty (60) days after such filing. (f) If any of the Borrowers files a petition in voluntary bankruptcy or seeks relief under any provision of any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, or consents to the filing of any petition against it under such law. (g) If any of the Borrowers makes an assignment for the benefit of their creditors, or admits in writing their inability to pay their Debts generally as they become due, or consents to the appointment of a receiver, trustee or liquidator of any of the Borrowers. (h) A majority of the outstanding voting securities of any of the Borrowers is owned by any person or entity, or any group of related persons or entities, other than any person or entity, or any group of related persons or entities, that has such ownership as of the date of the execution of this Loan Agreement. (i) If any condition or situation occurs, which, in the sole determination of Lender, constitutes a danger or impairment to the security and/or repayment of the Loans. (j) The dissolution or insolvency of any of the Borrowers. (k) The market value of the Stock fluctuates to a level that exceeds the Margin Threshold and Borrowers fail to cure such default within five (5) business days after notification from the Lender of such default. (l) Borrowers fail to open and maintain the Brokerage Account, deposit the Stock into the Brokerage Account or fail to permit Lender to “control” the Brokerage Account, as defined in the UCC.
Appears in 1 contract
Non-Monetary Default. The happening If the default is of one or more a non-monetary nature, each Junior Lender shall have the same period of time as Borrower under the Senior Loan Documents to cure such non-monetary default as if the first notice to Borrower of the following events same was the date of default shall constitute a Non-Monetary Default:
(a) The occurrence giving of a material adverse change in the financial condition of any of the Borrowers.
Senior Loan Default Notice with respect thereto (b) If any representation or warranty made by Borrowers in any writing furnished in connection with or pursuant to this Loan Agreement by Borrower shall be false in any material respect on if such date is after the date on which it Borrower is so notified) (“Non-Monetary Cure Period”); provided, however, if such non-monetary default cannot reasonably be cured within such period or if no cure period is provided and, if applicable, curative action was made.
(c) If Borrowers default commenced within the initial cure period set forth in the performance Senior Loan Documents and, if there is a cure period, is being diligently pursued by a Junior Lender (or with respect to a non-monetary default that is not susceptible of cure and does not materially impair the value, use or operation of the Premises taken as a whole, all as determined in the reasonable judgment of Senior Lender (an “Senior Loan Uncurable Default”), if a Junior Lender shall be diligently pursuing the foreclosure of its Equity Collateral, as determined in the reasonable judgment of the Senior Lender), then such Junior Lender only shall be given an additional period of time as is reasonably necessary for such Junior Lender in the exercise of due diligence to cure such non-monetary default (or, in the case of any covenant contained such Senior Loan Uncurable Default, then such Junior Lender shall be given an additional period of time only as is reasonably necessary for such Junior Lender in this the exercise of due diligence to complete such foreclosure), for so long as (1) such Junior Lender diligently and expeditiously proceeds to cure such non-monetary default (or with respect to a Senior Loan AgreementUncurable Default, if such Junior Lender shall be diligently pursuing the foreclosure of its Equity Collateral and such non-monetary default does not materially impair the value, use or violates operation of the Premises, all as determined in the reasonable judgment of Senior Lender), (2) timely payment of Senior Lender’s regularly scheduled monthly interest and amortization payments under the Senior Loan and any other termamounts due under the Senior Loan Documents is made, condition or representation contained in this Loan Agreement, the Note, or in any instrument, document or agreement related hereto or thereto.
(d3) If there are final judgments for the payment such additional period of money, which are outstanding against any of the Borrowers and any one of such judgments has been outstanding for more than ninety (90) days from the date of its entry and has time does not been discharged in full, stayed pending further proceedings or bonded.
(e) If a receiver, liquidator or trustee of Borrowers of any material portion of their property, is appointed by court order and such order remains in effect for more than thirty (30) days; or any of the Borrowers is adjudicated bankrupt or insolvent; or any material portion of the properties of any of the Borrowers is attached or sequestered by court order and such order remains in effect for more than exceed sixty (60) days; or , unless such non-monetary default is of a petition is filed against any of the Borrowers under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, and is nature that cannot dismissed be cured within such sixty (60) days without ownership of such Junior Lender’s Equity Collateral or is a Senior Loan Uncurable Default, in which case such Junior Lender shall have such additional time as is reasonably necessary to gain ownership of its Equity Collateral, provided that such Junior Lender is continuously and diligently pursuing the ownership of its Equity Collateral and after foreclosure of its Equity Collateral diligently pursues the cure of such filing.
(f) If any non-monetary default and such non-monetary default does not materially impair the value, use or operation of the Borrowers files Premises, all as determined in the reasonable judgment of Senior Lender, (4) such non-monetary default is not caused by a petition in voluntary bankruptcy or seeks relief under any provision of any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution insolvency or liquidation law of any jurisdiction, whether now or hereafter in effect, or consents to the filing of any petition against it under such law.
(g) If any of the Borrowers makes an assignment for the benefit of their creditorscreditors of Borrower or during such Non-Monetary Cure Period a bankruptcy, insolvency or admits assignment for the benefit of creditors of Borrower does not occur, and (5) during such Non-Monetary Cure Period, with respect to such non-monetary default (and any additional period of time provided for above), there is no further material adverse effect on Borrower, the Senior Loan or the value, use or operation of the Premises taken as a whole, all as determined in writing their inability to pay their Debts generally as they become duethe reasonable judgment of Senior Lender (such additional Non-Monetary Cure Period, or consents an “Extended Non-Monetary Cure Period”). Notwithstanding anything to the appointment of a receivercontrary contained herein, trustee or liquidator of in no event shall any of the Borrowers.
(h) A majority of the outstanding voting securities of any of the Borrowers is owned by any person or entity, or any group of related persons or entities, other than any person or entity, or any group of related persons or entities, that has such ownership as of Extended Non-Monetary Cure Period extend beyond the date of the execution of this Loan Agreement.
(i) If any condition or situation occurs, which, in the sole determination of Lender, constitutes a danger or impairment to the security and/or repayment of the Loans.
(j) The dissolution or insolvency of any of the Borrowers.
(k) The market value of the Stock fluctuates to a level that exceeds the Margin Threshold and Borrowers fail to cure such default within is five (5) business days after notification from years prior to the Rated Final Distribution Date. If a Junior Lender is exercising its cure right, it shall consult with the applicable Senior Junior Lenders and keep such Senior Junior Lenders informed as to its progress. The Non-Monetary Cure Period and any additional cure period granted hereunder to a Junior Lender electing to cure a non-monetary default of such default.
Borrower (l) Borrowers fail including, with respect to open and maintain the Brokerage Accounta Senior Loan Uncurable Default, deposit the Stock into the Brokerage Account or fail to permit any additional time as is reasonably necessary for a Junior Lender to “control” foreclose on its Equity Collateral) shall automatically terminate upon the Brokerage Accountcommencement of a Proceeding involving the Borrower, unless the Proceeding is dismissed in which case the right will be deemed reinstated from and after such dismissal to the extent the other conditions of this Section 12(a) are satisfied. Notwithstanding the foregoing, if a Junior Lender abandons its cure efforts during a Non-Monetary Cure Period or Extended Non-Monetary Cure Period or fails to satisfy any of the conditions set forth in clauses (1), (2) and (3) above during a Non-Monetary Cure Period, then (A) such Junior Lender’s cure rights with respect to the applicable non-monetary default (but not any other non-monetary default) shall immediately terminate and (B) notwithstanding any other Junior Lenders’ earlier election not to cure the applicable non-monetary default, such other Junior Lenders shall be entitled to succeed to all rights under the existing Non-Monetary Cure Period, upon written notice to the Senior Lender, so long as defined any such other Junior Lender promptly commences and thereafter diligently pursues its rights against its Separate Collateral and the other conditions set forth in the UCCclauses(1), (2), (3), (4) and (5) above are satisfied.
Appears in 1 contract
Samples: Intercreditor Agreement (KBS Real Estate Investment Trust, Inc.)
Non-Monetary Default. The happening of one or more of Upon the following events of default shall constitute a Non-Monetary Default:
(a) The occurrence of any Default (other than 13.01 (f)) Landlord may give written notice of such Event of Default to Tenant and in such event Tenant shall immediately upon the giving of such written notice and continually and diligently thereafter pursue Tenant's obligations in question and seek to cure such Event of Default but in any event Tenant shall have a material adverse change maximum of Ten (10) days in which to cure the financial condition complaint of Event or Events of Default. Upon the failure of Tenant to cure any Event of Default within the time hereinbefore provided, or if Tenant shall fail to diligently and continually seek to remedy any complaint of Event of Default (other than 13.01 (f) ), Landlord may declare the rights of Tenant under this Lease terminated and at an end by giving written notice of such termination of Tenant's rights to Tenant and Tenant shall thereupon immediately quit and surrender the Leased Premises to Landlord remaining liable, nevertheless, to Landlord as hereinafter provided. Upon Landlord s termination of Tenant's rights hereunder, Landlord shall be entitled to apply the security deposit specified in Section 2.03 hereof to its own purposes without thereby diminishing or affecting any of the Borrowers.
(b) If any representation or warranty made by Borrowers in any writing furnished in connection with or pursuant to this Loan Agreement by Borrower shall be false in any material respect on the date on which it was made.
(c) If Borrowers default in the performance of any covenant contained in this Loan Agreement, or violates any other term, condition or representation contained in this Loan Agreement, the Note, or in any instrument, document or agreement related hereto or thereto.
(d) If there are final judgments Tenant's obligations hereunder for the payment of moneyMinimum Rent or Percentage Rent or other charges, and Landlord may immediately, or at any time thereafter re-enter the Demised Premises and remove all persons and all or any property therefrom by any suitable action or proceeding at law, or otherwise, without being liable for any prosecution therefore; or damages resulting therefrom and repossess and enjoy the Demised Premises, together with all additions, alterations and improvements, to which are outstanding against remedies and acts Tenant specifically consents. In the event of such re-entry, Landlord may, at its option, repair, alter, remodel and change the character of the Demised Premises as it may deem fit, and at any time re-let the Demised Premises or any part or parts thereof, as the agent of Tenant or otherwise. The exercise of Landlord of any right granted hereunder shall not relieve Tenant from the obligation to make all payments of Minimum Rent, Percentage Rent or other charges, and to fulfill all other covenants required by this Lease, at the time and in the manner provided herein. Tenant throughout the remainder of the Term hereof shall pay Landlord, no later than the last day of each month during the term, the then current excess, if any of the Borrowers sum of the unpaid rentals and costs to Landlord resulting from such default by Tenant over the proceeds, if any, received by Landlord from a re-letting of the Demised Premises, if any. Landlord shall not be required to re-let the Demised Premises nor exercise any one other right granted to Landlord hereunder, nor shall Landlord be under any obligation to minimize Tenant's loss as a result of Tenant’s default. If Landlord attempts to re-let the Demised Premises, Landlord shall be the sole judge as to whether or not a proposed Tenant is suitable and acceptable. Recovery of possession for the account of Tenant shall not waive or impair Landlord’s absolute right to thereafter terminate this Lease at any time without further notice to Tenant. In addition to the foregoing rights and remedies of the Landlord upon termination of Tenant’s rights under the Lease, the Landlord shall have the option to accelerate all current and future monetary obligations of the Tenant, including remaining installments of rent and such judgments has been outstanding for more than ninety accelerated amounts shall be construed as liquidated damages and shall constitute a debt provable in bankruptcy or receivership. Such accelerated unpaid rent shall accrue interest at the highest rate allowed by law until paid in full. This Section 13.02 shall apply to any renewal or extension of this Lease, and if Tenant shall default hereunder prior to the date fixed as the commencement of any renewal or extension of the Lease, Landlord may cancel such renewal or extension agreement by ten (9010) days from the date of its entry and has not been discharged in full, stayed pending further proceedings or bondedwritten notice to Tenant.
(e) If a receiver, liquidator or trustee of Borrowers of any material portion of their property, is appointed by court order and such order remains in effect for more than thirty (30) days; or any of the Borrowers is adjudicated bankrupt or insolvent; or any material portion of the properties of any of the Borrowers is attached or sequestered by court order and such order remains in effect for more than sixty (60) days; or a petition is filed against any of the Borrowers under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, and is not dismissed within sixty (60) days after such filing.
(f) If any of the Borrowers files a petition in voluntary bankruptcy or seeks relief under any provision of any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, or consents to the filing of any petition against it under such law.
(g) If any of the Borrowers makes an assignment for the benefit of their creditors, or admits in writing their inability to pay their Debts generally as they become due, or consents to the appointment of a receiver, trustee or liquidator of any of the Borrowers.
(h) A majority of the outstanding voting securities of any of the Borrowers is owned by any person or entity, or any group of related persons or entities, other than any person or entity, or any group of related persons or entities, that has such ownership as of the date of the execution of this Loan Agreement.
(i) If any condition or situation occurs, which, in the sole determination of Lender, constitutes a danger or impairment to the security and/or repayment of the Loans.
(j) The dissolution or insolvency of any of the Borrowers.
(k) The market value of the Stock fluctuates to a level that exceeds the Margin Threshold and Borrowers fail to cure such default within five (5) business days after notification from the Lender of such default.
(l) Borrowers fail to open and maintain the Brokerage Account, deposit the Stock into the Brokerage Account or fail to permit Lender to “control” the Brokerage Account, as defined in the UCC.
Appears in 1 contract
Non-Monetary Default. The happening In the event of any breach of this Lease by Lessee, other than as specified in Section 12.1, if Lessor shall deliver by registered mail, postage prepaid, return receipt requested, to Lessee and any leasehold mortgagee a written notice specifying such breach and if the breach so specified by such notice shall not be removed or cured for a period of sixty (60) days after the date of receipt of such notice without Lessee or any mortgagee or a designee of any mortgagee having commenced to remove or cure such breach (and thereafter proceeding with reasonable diligence to completely remove or cure such breach), then in such event Lessor shall have the right at its election to exercise any of the remedies set forth hereinafter; provided that if there be one or more mortgagees who are entitled to notice of default, Lessor shall not have the right to exercise any such remedies until and unless it has delivered to such mortgagees a second notice of default, specifying (i) that such breach remains uncured and (ii) a date of termination of the following events of default shall constitute a Non-Monetary Default:
(a) The occurrence of a material adverse change in Lease if the financial condition of any of the Borrowers.
(b) If any representation or warranty made by Borrowers in any writing furnished in connection with or pursuant to this Loan Agreement by Borrower shall be false in any material respect on the date on which it was made.
(c) If Borrowers default in the performance of any covenant contained in this Loan Agreement, or violates any other term, condition or representation contained in this Loan Agreement, the Note, or in any instrument, document or agreement related hereto or thereto.
(d) If there are final judgments for the payment of moneybreach continues, which are outstanding against any of the Borrowers and any one of such judgments has been outstanding for more than ninety (90) days from the date of its entry and has shall not been discharged in full, stayed pending further proceedings or bonded.
(e) If a receiver, liquidator or trustee of Borrowers of any material portion of their property, is appointed by court order and such order remains in effect for more than thirty (30) days; or any of the Borrowers is adjudicated bankrupt or insolvent; or any material portion of the properties of any of the Borrowers is attached or sequestered by court order and such order remains in effect for more be less than sixty (60) days; or a petition is filed against any days following receipt of the Borrowers under any bankruptcysecond notice. If, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, and is not dismissed within sixty (60) days after the delivery of such filing.
second notice of default, any such mortgagee notifies Lessor that it intends to remove or cure such breach, the termination of this Lease, as fixed in Lessor's second notice shall be postponed or extended until the earlier to occur of (fa) If any six (6) months after receipt of the Borrowers files a petition second notice by all such mortgagees or (b) the date on which such removal or cure is accomplished, in voluntary bankruptcy which event the Lease shall not be terminated. Provided, further, that if any mortgagee of Lessee's interest under mortgage or seeks relief under any provision deed of any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution trust or liquidation law of any jurisdiction, whether now or hereafter other encumbrance is not in effect, or consents to the filing of any petition against it under such law.
(g) If any actual possession of the Borrowers makes an assignment for Leased Premises at the benefit time of their creditorssuch breach, then the time within which such mortgagee or admits in writing their inability to pay their Debts generally as they become due, or consents to the appointment of a receiver, trustee or liquidator of any of the Borrowers.
(h) A majority of the outstanding voting securities of any of the Borrowers is owned by any person or entity, or any group of related persons or entities, other than any person or entity, or any group of related persons or entities, that has such ownership as of the date of the execution of this Loan Agreement.
(i) If any condition or situation occurs, which, in the sole determination of Lender, constitutes a danger or impairment to the security and/or repayment of the Loans.
(j) The dissolution or insolvency of any of the Borrowers.
(k) The market value of the Stock fluctuates to a level that exceeds the Margin Threshold and Borrowers fail its designee may commence to cure such default within five (5) business days after notification from shall be extended until such mortgagee or its designee can obtain actual possession, provided that during such interim the Lender mortgagee under a mortgage of such defaultthe leasehold estate, or its designee, shall pay or cause to be paid all rents, taxes, assessments, and insurance premiums provided for hereunder as and when they become due under the terms of this Lease.
(l) Borrowers fail to open and maintain the Brokerage Account, deposit the Stock into the Brokerage Account or fail to permit Lender to “control” the Brokerage Account, as defined in the UCC.
Appears in 1 contract
Samples: Lease Agreement (North American Gaming & Entertainment Corp)
Non-Monetary Default. The happening Upon the occurrence of one or more any Event of the following events of default shall constitute a Non-Monetary Default:
Default itemized in Section 10.1 (other than (a) The occurrence of a material adverse change in the financial condition of any of the Borrowers.
), (b) If any representation or warranty made by Borrowers and (c), Landlord may give written notice of such Event of Default to Tenant, and in such event, Tenant shall immediately upon the giving of such written notice and continually and diligently thereafter, pursue Tenant's obligations in question and seek to cure such Event of Default, but in any writing furnished in connection with or pursuant to this Loan Agreement by Borrower event Tenant shall be false in any material respect on the date on which it was made.
(c) If Borrowers default in the performance have a maximum of any covenant contained in this Loan Agreement, or violates any other term, condition or representation contained in this Loan Agreement, the Note, or in any instrument, document or agreement related hereto or thereto.
(d) If there are final judgments for the payment of money, which are outstanding against any of the Borrowers and any one of such judgments has been outstanding for more than ninety (90) days in which to cure the complaint of Event or Events of Default. Upon of the failure of Tenant to cure any Event of Default within the time herein before provided, or if Tenant shall fail to diligently and continually seek to remedy any complaint of Event of Default (other than (a) or (b) or (c) of Section 10.
1. Landlord may declare the rights of Tenant under this Lease terminated and at an end by giving written notice of such termination of Tenant's rights to Tenant and Tenant shall thereupon immediately quit and surrender the Leased Premises to Landlord, remaining liable, nevertheless, to Landlord as hereinafter provided Upon Landlord's termination of Tenant's rights hereunder, landlord shall be entitled to apply the security deposit specified in Section 1.1(n) hereof to its own purposes without thereby diminishing or affecting any of Tenant's obligations hereunder for the payment of Minimum Rent or Percentage Rent or other charges, the Landlord may immediately, or at any time thereafter, reenter the Leased Premises and remove all persons and all or any property therefrom, by any suitable action or proceeding at law, or otherwise, without being liable for any prosecution therefor or damages resulting therefrom, and repossess and enjoy the Leased Premises, together with all additions, alterations and improvements, to which remedies and acts Tenant specifically consents. In the event of such reentry, Landlord may, at its option, repair, alter, remodel and change the character of the Leased Premises as it may deem fit, and at any time release the Leased Premises or any part or parts thereof, as the agent of Tenant or otherwise. The exercise by Landlord of any right granted hereunder shall not relieve Tenant from the date obligation to make all payments of its entry Minimum Rent, Percentage Rent or other charges, and has to fulfill all other covenants required by this Lease, at the time and in the manner provided herein Tenant throughout the remainder of the Term hereof shall pay Landlord, no later than the last day of each month during the Term, and then current excess, if any, of the sum of the unpaid rentals and costs to Landlord resulting from such default by Tenant over the proceeds, if any, received by Landlord from a reletting of Leased Premises, if any Landlord shall not been discharged in fullbe required to relet the Leased Premises nor exercise any other right granted to Landlord hereunder, stayed pending nor shall Landlord be under any obligation to minimize Tenant's loss as a result of Tenant's default. If Landlord attempts to relet the Leased Premises, Landlord shall be the sole judge as to whether or not a proposed tenant is suitable and acceptable. Recovery of possession for the account of Tenant shall not waive or impair Landlord's absolute right to thereafter terminate this Lease at any time without further proceedings or bonded.
(e) If a receivernotice to Tenant In addition to the foregoing rights and remedies of the Landlord upon termination of Tenant's rights under the Lease the landlord shall have the option to accelerate all current and future monetary obligations of the Tenant, liquidator or trustee including remaining installments of Borrowers of any material portion of their propertyrent, is appointed by court order and such order remains in effect for more than thirty (30) days; or any of accelerated amounts, less the Borrowers is adjudicated bankrupt or insolvent; or any material portion of the properties of any of the Borrowers is attached or sequestered by court order and such order remains in effect for more than sixty (60) days; or a petition is filed against any of the Borrowers under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, and is not dismissed within sixty (60) days after such filing.
(f) If any of the Borrowers files a petition in voluntary bankruptcy or seeks relief under any provision of any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, or consents to the filing of any petition against it under such law.
(g) If any of the Borrowers makes an assignment for the benefit of their creditors, or admits in writing their inability to pay their Debts generally as they become due, or consents to the appointment of a receiver, trustee or liquidator of any of the Borrowers.
(h) A majority of the outstanding voting securities of any of the Borrowers is owned by any person or entity, or any group of related persons or entities, other than any person or entity, or any group of related persons or entities, that has such ownership as of the date of the execution of this Loan Agreement.
(i) If any condition or situation occurs, which, in the sole determination of Lender, constitutes a danger or impairment to the security and/or repayment of the Loans.
(j) The dissolution or insolvency of any of the Borrowers.
(k) The market fair rental value of the Stock fluctuates premises for the residue of the term, shall be construed as liquidated damages and shall constitute a debt provable in bankruptcy or receivership. For purposes of this subparagraph, "fair rental value" for the premises shall be deemed to a level that exceeds be, at any time during the Margin Threshold and Borrowers fail to cure such default within term of this Lease, seventy-five Percent (575%) business days after notification from of the Lender of such defaultminimum rent as provided in Article 1. Such accelerated unpaid rent shall accrue interest at the highest rate allowed by law until paid in full.
(l) Borrowers fail to open and maintain the Brokerage Account, deposit the Stock into the Brokerage Account or fail to permit Lender to “control” the Brokerage Account, as defined in the UCC.
Appears in 1 contract
Non-Monetary Default. The happening of one or more of the following events of default shall constitute Except for those Non-Monetary Defaults set forth below which cannot be cured within 30 days, if a Non-Monetary Default shall occur and the Non-Monetary Default shall continue and not be remedied by Tenant within 30 days after Landlord shall have delivered to Tenant a Notice describing the same in reasonable detail, or, in the case of a Non-Monetary Default that cannot with due diligence be cured within 30 days from such Notice, if Tenant shall not (x) within 30 days from Landlord's Notice advise Landlord of Tenant's intention to take all reasonable steps necessary to remedy such Non-Monetary Default:
, (y) duly commence the cure of such Non-Monetary Default within such period, and then diligently prosecute to completion the remedy of the Non-Monetary Default and (z) complete such remedy within a reasonable time under the circumstances. Non-Monetary Defaults shall include, without limitation, (a) The occurrence of a material adverse change in the financial condition of any of the Borrowers.
(b) If any representation or warranty made by Borrowers in any writing furnished in connection with or pursuant to this Loan Agreement by Borrower if Tenant shall be false in any material respect on the date on which it was made.
(c) If Borrowers default in the performance of any covenant contained in this Loan Agreement, or violates any other term, condition or representation contained in this Loan Agreement, the Note, or in any instrument, document or agreement related hereto or thereto.
(d) If there are final judgments for the payment of money, which are outstanding against any of the Borrowers and any one of such judgments has been outstanding for more than ninety (90) days from the date of its entry and has not been discharged in full, stayed pending further proceedings or bonded.
(e) If a receiver, liquidator or trustee of Borrowers of any material portion of their property, is appointed by court order and such order remains in effect for more than thirty (30) days; or any of the Borrowers is adjudicated bankrupt or insolvent; or any material portion of the properties of any of the Borrowers is attached or sequestered by court order and such order remains in effect for more than sixty (60) days; or a petition is filed against any of the Borrowers under any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, and is not dismissed within sixty (60) days after such filing.
(f) If any of the Borrowers files a petition in voluntary bankruptcy or seeks relief under any provision of any bankruptcy, reorganization, arrangement, insolvency, readjustment of debt, dissolution or liquidation law of any jurisdiction, whether now or hereafter in effect, or consents to the filing of any petition against it under such law.
(g) If any of the Borrowers makes make an assignment for the benefit of their its creditors; (b) if any petition shall be filed against Tenant in any court, whether or not pursuant to any statute of the United States or of any State, in any bankruptcy, reorganization, composition, extension, arrangement or insolvency proceedings, and Tenant shall thereafter be adjudicated bankrupt, or admits if such proceedings shall not be dismissed within ninety (90) days after the institution of the same; or if any such petition shall be so filed by Tenant or a liquidator; (c) if, in writing their inability to pay their Debts generally as they become dueany proceeding, or consents to the appointment of a receiver, receiver and manager, trustee or liquidator be appointed for all or any portion of Tenant's property, and such receiver, receiver and manager, trustee or liquidator shall not be discharged within ninety (90) days after the appointment of such receiver, receiver and manager, trustee or liquidator; (d)Tenant shall fail to perform any covenant required by the Distribution Agreement which failure shall continue beyond such cure periods, if any, as are provided for in such Distribution Agreement; or (e) a default under any Third Party Lease or under the provisions of a Fee Mortgage which affect Tenant's use of the BorrowersPremises.
(h) A majority of the outstanding voting securities of any of the Borrowers is owned by any person or entity, or any group of related persons or entities, other than any person or entity, or any group of related persons or entities, that has such ownership as of the date of the execution of this Loan Agreement.
(i) If any condition or situation occurs, which, in the sole determination of Lender, constitutes a danger or impairment to the security and/or repayment of the Loans.
(j) The dissolution or insolvency of any of the Borrowers.
(k) The market value of the Stock fluctuates to a level that exceeds the Margin Threshold and Borrowers fail to cure such default within five (5) business days after notification from the Lender of such default.
(l) Borrowers fail to open and maintain the Brokerage Account, deposit the Stock into the Brokerage Account or fail to permit Lender to “control” the Brokerage Account, as defined in the UCC.
Appears in 1 contract
