Operator Default. Any of the following shall constitute an “Operator Default”:
(i) If Operator: (a) admits in writing its inability to pay its debts generally as they become due; (b) files a petition or answer seeking reorganization or arrangement under the federal bankruptcy laws or any other applicable law or statute of the United States of America or any State, district or territory thereof; (c) makes an assignment for the benefit of creditors; (d) consents to the appointment of a receiver of the whole or any substantial part of its assets; (e) has a petition in bankruptcy filed against it, and such petition is not dismissed within ninety (90) days after the filing thereof; or if (f) a court of competent jurisdiction enters an order, judgment, or decree appointing a receiver of the whole or any substantial part of Operator’s assets, and such order, judgment or decree is not vacated or set aside or stayed within ninety (90) days from the date of entry thereof; or (g) under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction shall assume custody or control of the whole or any substantial part of Operator’s assets and such custody or control is not terminated or stayed within ninety (90) days from the date of assumption of such custody or control;
(ii) unless due to a Force Majeure Event, the failure of Operator to perform or cause to be performed any other obligation required to be performed by Operator under this Agreement, or the failure of any representation and warranty set forth herein to be true and correct in all material respects as and when made; provided, however, that if such failure by its nature can be cured, then Operator shall have a period of thirty (30) days after receipt of written notice of such failure to cure the same and a Operator Default shall not be deemed to exist during such period; provided, further, that if Operator commences to cure such failure during such period and is diligently and in good faith attempting to effect such cure, said period shall be extended for sixty (60) additional days; or
(iii) a Force Majeure Event occurs which prevents Operator from performing its material obligations under this Agreement for a continuous period of at least one hundred eighty (180) days and Owner reasonably concludes such prevention is not reasonably likely to be remedied within a further period of one hundred eighty (180) days.
Operator Default. Operator shall be in default of this Agreement (each, an “Operator Default”): (a) upon an Event of Bankruptcy with respect to Operator or (b) if Operator is in material breach of any of its obligations under this Agreement, and Operator fails to cure such breach within thirty (30) days (or ten (10) days for an obligation to pay any undisputed sums of money owed) following delivery to Operator of a written notice from Company stating with reasonable particularity the nature and extent of such material breach, or if a remedy cannot be effected within such initial thirty (30) day period, an additional reasonable period no longer than ninety (90) days, provided that Operator has commenced remedy within the initial thirty (30)-day period and diligently pursues such remedy to completion.
Operator Default. At the sole discretion of Owner, upon the failure by the Operators to perform their material obligations contained in this Agreement and such failure has a material adverse effect on the financial condition or results of operations of the Business and such failure shall continue for a period of thirty (30) days after written notice thereof from Owner to the Operators specifying in reasonable detail the nature of such failure,
Operator Default. The occurrence at any time of any of the following events shall constitute an “Operator Default”: DM_US 000000000-10.000000.0012
Operator Default. Each of the following events shall constitute default by Operator hereunder except, if and to the extent excused by, a Force Majeure event, or the fault, action, or inaction of Owner:
12.2.1 The failure to make any undisputed payment due Owner hereunder within thirty (30) days of the date such payment is due. Failure to make any such payment shall not be excused by a Force Majeure event.
12.2.2 The failure by Operator to fulfill its material responsibilities hereunder after receipt of written notice thereof from Owner, unless Operator shall have cured the same within thirty (30) days after the date of receipt of such notice, or within such longer period as may be reasonably required to cure such failure given the nature thereof, provided that Operator proceeds and continues with diligence to correct such failure.
12.2.3 The payment by Operator of the Maximum Liquidated Damages (or the obligation to pay) pursuant to Section 8.1 and 8.2 in any two consecutive Operating Years during the term hereof, or the payment of such damages in any four (4) Operating Years by Operator; provided, that no default shall arise under this Section 12.2.3 if the payment of such Maximum Liquidated Damages arises from a single event.
12.2.4 Operator (i) commences any insolvency proceedings with respect to itself, or (ii) makes any general assignment for the benefit of its creditors, or generally fails to pay, or admits in writing its inability to pay, its debts as they become due or takes any action to effectuate or authorize any of the foregoing actions.
Operator Default. The occurrence and continuation of any of the following events, unless any such event occurs as a result of a breach by Producer of its obligations under this Agreement, shall constitute an "Operator Default":
(a) Operator commits a material breach of any of its obligations under this Agreement; or
(b) Operator repudiates this Agreement or evidences its intention not to perform its obligations under, or to be bound by this Agreement, except as permitted hereunder.
Operator Default. The following events will constitute an event of default on our part (“Operator Default”):
A. We are in breach of any material representation or warranty, or fail to perform any material obligation as set forth in this Agreement and our breach or failure is not cured within thirty (30) days after notice from you; or
B. We admit in writing our insolvency, assign our assets for the benefit of creditors, enter any bankruptcy or reorganization proceeding (either voluntary or involuntary), are otherwise adjudicated bankrupt or insolvent, have all or substantially all of our assets subject to attachment, execution or other judicial seizure.
Operator Default. Owner may terminate this Agreement at any time upon the occurrence of any of the following:
(a) the dissolution or bankruptcy of Operator;
(b) an Operator Change of Control;
(c) Operator fails to pay when due any amount due and payable hereunder, including, without limitation, any interest, fees, reimbursements or indemnifications, and such failure shall continue for a period of 15 days after the due date thereof; or
(d) other than as set forth in clause (c) above, Operator breaches or fails to observe or perform any material term, condition, or obligation contained in this Agreement and fails to correct, or fails to diligently pursue correction of, such breach within 60 days after receipt of written notice from Owner of any such breach. If any of the above occurs and Owner elects to terminate this Agreement, then Owner may give a written notice of termination to Operator, which termination shall be effective on the date specified by Owner in the notice, provided that such termination date shall be within 60 days of the date the notice is delivered to Operator. Owner’s notice of breach to Operator under Section 3.3(c) or (d) shall state with particularity the breach alleged by Owner. To the extent Operator disputes the basis for Owner’s notice of breach, then the matter shall be addressed under Section 9.6. Nothing in this Section 3.3 shall be construed to limit or preclude any remedy Owner may have at law or in equity with respect to any material breach by Operator.
Operator Default. Owner may terminate this Agreement at any time upon the occurrence of any of the following:
(a) the dissolution or bankruptcy of Operator;
(b) Operator fails to pay when due any amount due and payable hereunder, including, without limitation, any interest, fees, reimbursements or indemnifications, and such failure shall continue for a period of 15 days after the due date thereof;
(c) other than as set forth in clause (b) above, Operator breaches or fails to observe or perform any material term, condition, or obligation contained in this Agreement and fails to correct, or fails to diligently pursue correction of, such breach within 60 days after receipt of written notice from Owner of any such breach;
(d) Termination by Owner pursuant to Section 4.1.1; or
(e) Without cause on no less than seven (7) days prior written notice. In the event Owner terminates this Agreement pursuant to subparagraph (e) above, Owner may reimburse Operator for any unamortized capital expenditure (determined in accordance with GAAP) to the extent such capital expenditure was included in the Operating and Capital Expenditure Budget. If any of the above occurs, other than an event described in subparagraph (d), and Owner elects to terminate this Agreement (a termination for “cause”), then Owner may give a written notice of termination to Operator, which termination shall be effective on the date specified by Owner in the notice, provided that such termination date shall be within 60 days of the date the notice is delivered to Operator. Owner’s notice of breach to Operator under Section 3.3(b) or (c) shall state with particularity the breach alleged by Owner. To the extent Operator disputes the basis for Owner’s notice of breach, the matter shall be addressed under Section 8.6. Nothing in this Section 3.3 shall be construed to limit or preclude any remedy Owner may have at law or in equity with respect to any material breach by Operator.
Operator Default. Where the Operator is in breach of this Agreement so as to entitle the County Council to determine this Agreement then pursuant to Clause 15 the Provider has the right to step in to assume the rights and obligations of the Operator and on serving notice of its intention to do so in accordance with Clause 15 the County Council and Provider agree to enter into a new Agreement on the same terms (mutatis mutandis) as this Agreement such form to be agreed between the parties (acting reasonably) and then completed as soon as reasonably practicable
