Common use of NOTICE OF DEFAULT AND LENDER'S CURE RIGHTS Clause in Contracts

NOTICE OF DEFAULT AND LENDER'S CURE RIGHTS. If Irvine shall give any notice of default or breach under this Agreement, then Irvine shall (provided that Irvine has received notice of a Financing Encumbrance pursuant to Section 13.3) at the same time and by the same means give a copy of such notice to the Lender, which notice shall describe in reasonable detail the alleged default. Upon receiving any notice of a default, any Lender shall have the same cure period granted to FirstWorld under this Agreement, plus (so long as such Lender is not an Affiliated Lender) the additional time provided for below, within which to take (if such Lender so elects) whichever of the actions set forth below shall apply with respect to the default described in such notice of default (such actions, "Lender's Cure," and a Lender's rights to take such actions, "Lender's Cure Rights"): 13.4.1 In the case of a monetary default, the Lender shall be entitled (but not required) to cure such default within a cure period following notice of such default consisting of the cure period allowed to FirstWorld under this Agreement plus (so long as such Lender is not an Affiliated Lender) an additional period of twenty (20) days. 13.4.2 In the case of any non-monetary default that a Lender is reasonably capable of curing without obtaining possession of the Leased Premises (other than a non-monetary default that is not reasonably susceptible of being cured by a Lender, such as a bankruptcy of FirstWorld), the Lender shall be entitled, but not required, to: (a) within a period following notice of such default consisting of the cure period allowed to FirstWorld under this Agreement plus (so long as such Lender is not an Affiliated Lender) an additional period of thirty (30) days, advise Irvine of Lender's intention to take all reasonable steps necessary to remedy such non-monetary default; and (b) cure the same within such period or; (c) if the same is not reasonably susceptible of being cured within such period, duly commence the cure of such non-monetary default within such extended period and thereafter diligently prosecute to completion the cure of such non-monetary default and complete such cure within a reasonable time under the circumstances, subject to Unavoidable Delay (except an Unavoidable Delay that causes Lender to be unable to obtain possession of the Leased Premises). 13.4.3 In the case of a non-monetary default that is not reasonably susceptible of being cured by a Lender without obtaining possession of the Leased Premises, the Lender shall be entitled (but not required) to do the following, so long as, with respect to any defaults other than those referred to in this Section 13.4.3, such Lender has exercised or is exercising the applicable Lender's Cure Rights as defined in this Agreement: (a) At any time within sixty (60) days after notice of default, Lender shall be entitled to (i) institute proceedings to (A) obtain possession of the Leased Premises as mortgagee (including possession by a receiver), or (B) acquire the Leased Premises by foreclosure proceedings or otherwise, or (ii) unless the Lender is an Affiliated Lender, commence negotiations for an assignment in lieu of foreclosure, and (subject to any stay in any proceedings involving the bankruptcy, insolvency, or reorganization of FirstWorld or the like, or any injunction, unless such stay or injunction is lifted), prosecute the same or any combination of the same to completion with commercially reasonable diligence subject to Unavoidable Delay, for a period not to exceed a total of three hundred sixty (360) days. (b) Upon obtaining possession of the Leased Premises (before or after expiration of any otherwise applicable cure period), Lender shall be entitled (but not required) to commence and proceed with reasonable diligence and reasonable continuity to cure such non-monetary defaults as are then reasonably susceptible of being cured by such Lender, subject to Unavoidable Delay. 13.4.4 In addition to the foregoing Lender's Cure Rights, during any period following Irvine's notice of default, any Lender shall have an additional period of ninety (90) days beyond the time in which FirstWorld would be obligated to act, to take any action to install Cable or Conduit or to provide service to any Additional Spectrum or any Additional Area as may then be required under this Agreement. No provision of this Section 13.4.4 shall be construed to relieve or delay FirstWorld's obligations hereunder to install Cable or Conduit or provide service. So long as the time period for a Lender to exercise Lender's Cure Rights with respect to a non-monetary default by FirstWorld has not expired (and provided that all monetary defaults are cured within Lender's cure period provided for under this Agreement), Irvine shall not terminate this Agreement or such Lender's right to cure a default or obtain title to the Leasehold Premises, provided, however, that Irvine shall be permitted to proceed to seek damages on account of such default from FirstWorld. A Lender shall not be required to continue to exercise Lender's Cure Rights or otherwise proceed to obtain possession if and when the default that such Lender was attempting to cure shall have been cured. Upon such cure and the cure of any other defaults in accordance with this Agreement, this Agreement shall continue in full force and effect as if no default(s) had occurred. Nothing in the Lender protections provided for in this Agreement shall be construed to either (i) extend the Term beyond the expiration date provided for in this Agreement that would have applied if no default had occurred or (ii) require any Lender to cure any default by FirstWorld that is not reasonably capable of being cured by the Lender (such as a bankruptcy of FirstWorld) in order to preserve its rights under this Agreement.

NOTICE OF DEFAULT AND LENDER'S CURE RIGHTS. If Irvine shall give any notice of default or breach under this Agreement, then Irvine shall (provided that Irvine has received notice of a Financing Encumbrance pursuant to Section 13.311.3 hereof) at the same time and by the same means give a copy of such notice to the Lender, which notice shall describe in reasonable detail the alleged default. Upon receiving any notice of a default, any Lender shall have the same cure period granted to FirstWorld under this Agreement, plus (so long as such Lender is not an Affiliated Lender) the additional time provided for below, within which to take (if such Lender so elects) whichever of the actions set forth below shall apply with respect to the default described in such notice of default (such actions, "Lender's Cure," and a Lender's rights to take such actions, "Lender's Cure Rights"): 13.4.1 11. 4. 1. In the case of a monetary default, default the Lender shall be entitled (but not required) to cure such default within a cure period following notice of such default consisting of the cure period allowed to FirstWorld under this Agreement plus (so long as such Lender is not an Affiliated Lender) an additional period of twenty (20) days. 13.4.2 11. 4. 2. In the case of any non-monetary default that a Lender is reasonably capable of curing without obtaining possession of the Leased Premises Equipment or FirstWorld's rights under this Agreement (other than a non-monetary default that is not reasonably susceptible of being cured by a Lender, such as a bankruptcy of FirstWorld), the Lender shall be entitled, but not required, to: (a) within a period following notice of such default consisting of the cure period allowed to FirstWorld under this Agreement plus (so long as such Lender is not an Affiliated Lender) an additional period of thirty (30) days, advise Irvine of Lender's intention to take all reasonable steps necessary to remedy such non-monetary default; and (b) cure the same within such period or; (c) if the same is not reasonably susceptible of being cured within such period, duly commence the cure of such non-monetary default within such extended period and thereafter diligently prosecute to completion the cure of such non-monetary default and complete such cure within a reasonable time under the circumstances, subject to Unavoidable Delay (except an Unavoidable Delay that causes other than the inability of Lender to be unable to obtain possession of the Leased PremisesEquipment or FirstWorld's rights under this Agreement). 13.4.3 11. 4. 3. In the case of a non-monetary default that is not reasonably susceptible of being cured by a Lender without obtaining possession of the Leased Premises, Equipment or FirstWorld's rights under this Agreement the Lender shall be entitled (but not required) to do the following, so long as, with respect to any defaults other than those referred to in this Section 13.4.311.4.3, such Lender has exercised or is exercising the applicable Lender's Cure Rights as defined in this Agreement: (a) At any time within sixty (60) days after notice of default, Lender shall be entitled to to: (i) institute proceedings to (A) obtain possession of the Leased Premises Equipment or FirstWorld's rights under this Agreement as mortgagee (including possession by a receiver), or (B) acquire the Leased Premises Equipment or FirstWorld's rights under this Agreement by foreclosure proceedings or otherwise, otherwise or (ii) unless the Lender is an Affiliated Lender, commence negotiations for an assignment in lieu of foreclosure, and (subject to any stay in any proceedings involving the bankruptcy, insolvency, or reorganization of FirstWorld or the like, or any injunction, unless such stay or injunction is lifted), prosecute the same or any combination of the same to completion with commercially reasonable diligence subject to Unavoidable Delay, for a period not to exceed a total of three hundred sixty (360) days. (b) Upon obtaining possession of the Leased Premises Equipment or FirstWorld's rights under this Agreement (before or after expiration of any otherwise applicable cure period), Lender shall be entitled (but not required) to commence and proceed with reasonable diligence and reasonable continuity to cure such non-non- monetary defaults as are then reasonably susceptible of being cured by such Lender, subject to Unavoidable Delay. 13.4.4 11. 4. 4. In addition to the foregoing Lender's Cure Rights, during any period following Irvine's notice of default, any Lender shall have an additional period of ninety (90) days beyond the time in which FirstWorld would be obligated to act, to take any action to install Cable or Conduit Equipment or to provide service to any Additional Spectrum Customer who requests or any Additional Area has requested service as may then be required under this Agreement. No provision of this Section 13.4.4 11.4.4 shall be construed to relieve or delay FirstWorld's obligations hereunder to install Cable or Conduit Equipment or provide service. So long as the time period for a Lender to exercise Lender's Cure Rights with respect to a non-monetary default by FirstWorld has not expired (and provided that all monetary defaults are cured within Lender's cure period provided for under this Agreement), Irvine shall not terminate this Agreement or such Lender's right to cure a default or obtain title to the Leasehold PremisesLicense, provided, however, that Irvine shall be permitted to proceed to seek damages on account of such default from FirstWorld. A Lender shall not be required to continue to exercise Lender's Cure Rights or otherwise proceed to obtain possession if and when the default that such Lender was attempting to cure shall have been cured. Upon such cure and the cure of any other defaults in accordance with this Agreement, this Agreement shall continue in full force and effect as if no default(s) had occurred. Nothing in the Lender protections provided for in this Agreement shall be construed to either (i) extend the Term beyond the expiration date provided for in this Agreement that would have applied if no default had occurred or (ii) require any Lender to cure any default by FirstWorld that is not reasonably capable of being cured by the Lender (such as a bankruptcy of FirstWorld) in order to preserve its rights under this Agreement.