Partnership Default Sample Clauses

Partnership Default. If Partnership, Management LLC or either of the Existing Partners defaults in the observance or performance of its covenants and obligations hereunder at or prior to Closing of the Transaction, and such default continues for the greater of ten (10) Business Days after the date of receipt of written notice from Strategic demanding cure of such default, or the expiration of other applicable cure periods set forth in this Agreement, if Strategic does not exercise its right to Terminate pursuant to Section 4.7(a)(iii), then provided such suit is filed within thirty (30) days of the Closing Deadline, Strategic shall be entitled to xxx Partnership, the Existing Partners and/or Management LLC for specific performance of this Agreement and immediately receive a return of the Deposit. Strategic shall have no right of specific performance after Closing. Except with respect to any right, obligation or liability which survives the Closing, including any indemnification provisions set forth in this Agreement, and except with respect to those remedies granted to Strategic pursuant to Section 4.7(a)(iii) and Section 7.3, Strategic’s right to xxx for specific performance is Strategic’s sole and exclusive remedy in the event of default hereunder by Partnership, the Existing Partners or Management LLC, and Strategic hereby waives, relinquishes and releases any and all other rights and remedies (except any that survive Closing or termination pursuant to the express provisions of this Agreement), including, but not limited to: (1) any right to xxx for damages, or (2) any other right or remedy which Strategic may otherwise have against Partnership, Management LLC or either of the Existing Partners at law, in equity or otherwise. Strategic agrees that its failure to timely commence an action for specific performance within such the period noted above shall be deemed a waiver by it of its right to commence such an action for specific performance as well as a waiver by it of any right it may have to file or record a notice of lis pendens or notice of pendency of action or similar notice against any portion of the Property. Notwithstanding the foregoing, in the event Strategic exercises its right to Terminate pursuant to Section 4.7(a)(iii), nothing contained herein shall prevent Strategic from seeking to recover its actual, documented out-of-pocket costs reasonably incurred by Strategic in connection the performance of its Due Diligence, its efforts to obtain Qualified Financing,...
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Partnership Default. An "event of default" shall occur under any loan agreement, indenture, or other financing arrangement of the Partnership relating to a loan or financing arrangement in the original principal amount of $50,000,000 or more which, if it occurs prior to the Maturity Date and repayment of the Loan (other than Extension Eligible Portion) in full, is followed by acceleration, which acceleration is not reversed within five (5) days of Borrower's knowledge of such acceleration.
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Partnership Default. 43 12.3 Remedies.................................................... 43 12.4 Limited Right To Rescind or Terminate....................... 43 12.5
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Partnership Default. Each of the following events (each a "Partnership Event of Default") shall constitute an event of default by Partnership hereunder:
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Related to Partnership Default

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

  • Additional Event of Default The following will constitute an additional Event of Default with respect to Party B: "NOTE ACCELERATION NOTICE. A Note Acceleration Notice is served on Party B in relation to the Relevant Notes."

  • Interest After Event of Default If an Event of Default shall have occurred and is continuing, all sums outstanding and unpaid under the Credit Documents, including this Deed of Trust, shall, at Beneficiary’s option, bear interest at the Default Rate until such Event of Default has been cured. Trustor’s obligation to pay such sums and interest shall be secured by this Deed of Trust.

  • Monetary Default In the event of a monetary default for which Borrower is given a cure period, Lender shall give Borrower written notice of the Event of Default and Borrower shall be given an opportunity to cure the default within the applicable cure period.

  • After Event of Default Borrower further agrees to pay, or reimburse Lender, for all reasonable out-of-pocket costs and expenses, including without limitation reasonable attorneys’ fees and disbursements incurred by Lender after the occurrence of an Event of Default (i) in enforcing any Obligation or in foreclosing against the Collateral or exercising or enforcing any other right or remedy available by reason of such Event of Default; (ii) in connection with any refinancing or restructuring of the credit arrangements provided under this Agreement in the nature of a “work-out” or in any insolvency or bankruptcy proceeding; (iii) in commencing, defending or intervening in any litigation or in filing a petition, complaint, answer, motion or other pleadings in any legal proceeding relating to Borrower and related to or arising out of the transactions contemplated hereby; (iv) in taking any other action in or with respect to any suit or proceeding (whether in bankruptcy or otherwise); (v) in protecting, preserving, collecting, leasing, selling, taking possession of, or liquidating any of the Collateral; or (vi) in attempting to enforce or enforcing any Lien in any of the Collateral or any other rights under the Security Instrument.

  • No Event of Default, etc No condition or event has occurred or exists which constitutes or which, after notice or lapse of time or both, would constitute an Event of Default.

  • Interest After Default To the extent permitted by Law, upon the occurrence of an Event of Default and until such time such Event of Default shall have been cured or waived, and at the discretion of the Administrative Agent or upon written demand by the Required Lenders to the Administrative Agent:

  • No Event of Default No Default or Event of Default has occurred and is continuing.

  • Non-Monetary Default Failure in the performance of any of the agreements, conditions, covenants, provisions or stipulations contained in the Loan Documents which is not cured within one hundred twenty (120) days from written notice thereof from the Lender to the Borrower.

  • Default Section 7.01

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