Remedies Upon Event of Default; Termination on Breach Sample Clauses

Remedies Upon Event of Default; Termination on Breach. If there has occurred and is continuing an Event of Default with respect to a Member (upon such occurrence, such Member is referred to herein as the “Defaulting Member”) in addition to all other remedies available to the Company or the other Member (the “Nondefaulting Member”), whether under any of the FF Operative Documents or other agreements or by law, the Nondefaulting Member shall have the option to take one or more of the following actions: (a) give written notice to the Defaulting Member of its intention to acquire all of the Interests of the Defaulting Member for a cash payment, by wire transfer of immediately available Japanese Yen, in an amount equal to the [***] as of the date of such transaction multiplied by the Defaulting Member’s Percentage as of such date; and/or (b) elect to dissolve the Company pursuant to Section 11.3 (Dissolution Upon Event of Default), in which case the affairs of the Company shall be wound up and the Company shall be dissolved in accordance with Section 11 (Dissolution).
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Remedies Upon Event of Default; Termination on Breach. If there has occurred and is continuing an Event of Default with respect to a Shareholder (upon such occurrence, such * Indicates that certain information contained herein has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. EXECUTION VERSION Shareholder is referred to herein as the “Defaulting Shareholder”), in addition to all other remedies available to the Company or the other Shareholder (the “Nondefaulting Shareholder”), whether under any of the FA Operative Documents or other agreements or by law, the Nondefaulting Shareholder shall have the option to take one or more of the following actions: (a) give written notice to the Defaulting Shareholder of its intention to acquire all of the Shares of the Defaulting Shareholder for a cash payment, by wire transfer of immediately available Japanese Yen, in an amount equal to the [*] as of the date of such transaction multiplied by the Defaulting Shareholder’s Percentage as of such date; and/or (b) elect to dissolve the Company pursuant to Section 11.3 (Dissolution Upon Event of Default), in which case the affairs of the Company shall be wound up and the Company shall be dissolved in accordance with Section 11 (Dissolution).
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Remedies Upon Event of Default; Termination on Breach. If there has occurred and is continuing an Event of Default with respect to a Unitholder (upon such occurrence, such Unitholder is referred to herein as the “Defaulting Unitholder”), in addition to all other remedies available to the Company or the other Unitholder (the “Nondefaulting Unitholder”), whether under any of the FP Operative Documents or other agreements or by law, the Nondefaulting Unitholder shall have the option to take one or more of the following actions: (a) give written notice to the Defaulting Unitholder of its intention to acquire all of the Units of the Defaulting Unitholder for a cash payment, by wire transfer of immediately available Japanese Yen, in an amount equal to the [***] of the Company as of the date of such transaction multiplied by the Defaulting Unitholder’s Percentage as of such date; and/or (b) elect to dissolve the Company pursuant to Section 11.3 (Dissolution Upon Event of Default), in which case the affairs of the Company shall be wound up and the Company shall be dissolved in accordance with Section 11 (Dissolution).
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Remedies Upon Event of Default; Termination on Breach. If there has occurred and is continuing an Event of Default with respect to a Member (upon such occurrence, such Member is referred to herein as the "Defaulting Member"), in addition to all other remedies available to the Company or the other Member (the "Nondefaulting Member"), whether under any of the Operative Documents or other agreements or by law (including pursuant to Section 13.1-1027 of the Act), the Nondefaulting Member shall have the option to take one or more of the following actions: (a) give written notice to the Defaulting Member of its intention to acquire the entire Membership Interest of the Defaulting Member for a payment in cash of an amount equal to that portion of the Company's Net Book Value equal to the Defaulting Member's Percentage; and/or (b) elect to dissolve the Company pursuant to Section 11.03 (Dissolution Upon Event of Default), in which case the affairs of the Company shall be wound up and the Company shall be dissolved in accordance with Article XI (Dissolution).
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Remedies Upon Event of Default; Termination on Breach. If there has occurred and is continuing an Event of Default with respect to a Partner or its Parent (upon such occurrence with respect to either a Partner or its Parent, each is referred to herein as the "Defaulting Partner" and the "Defaulting Parent," respectively, and collectively as the "Defaulting Party"), in addition to all other remedies available to the Partnership or the other Partner (the "Nondefaulting Partner") or its Parent, whether under any of the Operative Documents or other agreements or by law, the Nondefaulting Partner (and, in the case of Section 10.10(e) or (f), its Parent) shall have the option to take one or more of the following actions: (a) acquire the Defaulting Partner's ownership interest in the Partnership by payment in cash of an amount equal to 100% of the Defaulting Partner's Capital Account balance, as adjusted to reflect the actions specified below, if applicable; (b) cause the Partnership to immediately cease shipment of Semiconductor Wafers to the Defaulting Parent; (c) cause the Partnership to selectively terminate up to half of all the Partnership's leases (based upon total remaining monetary obligations assuming that such leases had not been terminated or prepaid) within six months of the Defaulting Partner's or Parent's agreement (or judicial determination) that it has failed to timely cure the Event of Default, with the Partnership and the Nondefaulting Partner and its Parent to be indemnified by the Defaulting Partner and Parent for all amounts payable upon such termination (provided that the CIRRUS Partner and CIRRUS, as the Defaulting Party, will not be liable for the payment of termination fees under the IBM Real Estate Lease) together with all claims arising from such termination up to a total dollar amount equal to one-half of the then current total remaining lease obligations of the Partnership under all such leases (including the leases to be so terminated and including the IBM Real Estate Lease, all facilities leases, clean rooms and equipment leases), it being understood that: (i) the Joint and Several Lease Guarantees shall remain in effect for the IBM Real Estate Lease and the IBM Equipment Leases (other than the IBM Supplemental Equipment Lease and other than for payment of the termination fee referred to above) and the Third Party Lease whether or not terminated and (ii) the Defaulting Parent shall be entitled to an offset against amounts that it may otherwise be required to pay as reimbursement under ...
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Remedies Upon Event of Default; Termination on Breach. If there has occurred and is continuing an Event of Default with respect to a Unitholder (upon such occurrence, such Unitholder is referred to herein as the "Defaulting Unitholder"), in addition to all other remedies available to the Company or the other Unitholder (the "Nondefaulting Unitholder"), whether under any of the FP Operative Documents or other agreements or by law, the Nondefaulting Unitholder shall have the option to take one or more of the following actions: (a) give written notice to the Defaulting Unitholder of its intention to acquire all of the Units of the Defaulting Unitholder for a cash payment, by wire transfer of immediately available Japanese Yen, in an amount equal to the [***] of the Company as of the date of [***] INDICATES THAT CERTAIN INFORMATION ON THIS PAGE HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO RULE 24B-2. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. such transaction multiplied by the Defaulting Unitholder's Percentage as of such date; and/or (b) elect to dissolve the Company pursuant to Section 11.3 (Dissolution Upon Event of Default), in which case the affairs of the Company shall be wound up and the Company shall be dissolved in accordance with Section 11 (Dissolution).
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Related to Remedies Upon Event of Default; Termination on Breach

  • Remedies Upon Event of Default If any Event of Default occurs and is continuing, the Administrative Agent shall, at the request of, or may, with the consent of, the Required Lenders, take any or all of the following actions: (a) declare the commitment of each Lender to make Loans and any obligation of the L/C Issuer to make L/C Credit Extensions to be terminated, whereupon such commitments and obligation shall be terminated; (b) declare the unpaid principal amount of all outstanding Loans, all interest accrued and unpaid thereon, and all other amounts owing or payable hereunder or under any other Loan Document to be immediately due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby expressly waived by the Borrower; (c) require that the Borrower Cash Collateralize the L/C Obligations (in an amount equal to the Minimum Collateral Amount with respect thereto); and (d) exercise on behalf of itself, the Lenders and the L/C Issuer all rights and remedies available to it, the Lenders and the L/C Issuer under the Loan Documents; provided, however, that upon the occurrence of an actual or deemed entry of an order for relief with respect to the Borrower under the Bankruptcy Code of the United States, the obligation of each Lender to make Loans and any obligation of the L/C Issuer to make L/C Credit Extensions shall automatically terminate, the unpaid principal amount of all outstanding Loans and all interest and other amounts as aforesaid shall automatically become due and payable, and the obligation of the Borrower to Cash Collateralize the L/C Obligations as aforesaid shall automatically become effective, in each case without further act of the Administrative Agent or any Lender.

  • Rights Upon Event of Default If an Event of Default shall have occurred and be continuing, the Agent may, in its sole discretion, or shall at the direction of the Majority Lenders, direct the Collateral Agent to exercise any of the remedies specified herein in respect of the Collateral and the Collateral Agent shall promptly, solely at the written direction of the Agent or the Majority Lenders, also do one or more of the following (subject to Section 13.9): (a) institute proceedings in its own name and on behalf of the Secured Parties as Collateral Agent for the collection of all Obligations, whether by declaration or otherwise, enforce any judgment obtained, and collect from the Borrower and any other obligor with respect thereto moneys adjudged due, for the specific enforcement of any covenant or agreement in any Transaction Document or in the exercise of any power granted herein, or to enforce any other proper remedy or legal or equitable right vested in the Collateral Agent by Applicable Law or any Transaction Document; (b) exercise any remedies of a secured party under the UCC and take any other appropriate action to protect and enforce the right and remedies of the Collateral Agent and the Secured Parties which rights and remedies shall be cumulative; and (c) require the Borrower and the Collateral Manager, at the Collateral Manager’s expense, to (1) assemble all or any part of the Collateral as directed by the Collateral Agent (solely at the direction of the Agent) and make the same available to the Collateral Agent at a place to be designated by the Collateral Agent (solely at the direction of the Agent) that is reasonably convenient to such parties and (2) without notice except as specified below, sell the Collateral or any part thereof in one or more parcels at a public or private sale, at any of the Collateral Agent’s or the Agent’s offices or elsewhere in accordance with Applicable Law. The Borrower agrees that, to the extent notice of sale shall be required by law, at least ten days’ notice to the Borrower of the time and place of any public sale or the time after which any private sale is to be made shall constitute reasonable notification. The Collateral Agent shall not be obligated to make any sale of Collateral regardless of notice of sale having been given. The Collateral Agent (solely at the direction of the Agent) may adjourn any public or private sale from time to time by announcement at the time and place fixed therefor, and such sale may, without further notice, be made at the time and place to which it was so adjourned. All cash proceeds received by the Collateral Agent in respect of any sale of, collection from, or other realization upon, all or any part of the Collateral (after payment of any amounts incurred in connection with such sale) shall be deposited into the Collection Account and to be applied against all or any part of the outstanding Loans pursuant to Section 4.1 or otherwise in such order as the Collateral Agent shall be directed by the Agent (in its sole discretion). The Agent shall give the Collateral Manager notice of any sale of Collateral following an acceleration of the outstanding Loans. The Collateral Manager and any Affiliates shall be permitted to participate in any such sale. Notwithstanding anything herein to the contrary, at any time before the Collateral Agent has disposed of any of the Collateral or entered into a contract for its disposition under Section 9-610 of the UCC as in effect in New York, in each case as set forth in Section 9-623(c)(2) of the UCC as in effect in New York, the Borrower shall have the right to terminate this Agreement and obtain a release of all Collateral by delivering the full unpaid amount of all its Obligations to the Collateral Agent. Any such party may exercise such right by delivering written notice to the Agent (an “Exercise Notice”) which shall include a proposed purchase price, which Exercise Notice shall set forth evidence reasonably satisfactory to the Agent that the Equityholder has access to sufficient capital to consummate such purchase in accordance with this clause (c). Once an Exercise Notice is delivered to the Agent, the delivering party (or its designated Affiliate or managed fund) shall be obligated, irrevocably and unconditionally, to purchase the Collateral, at the price referenced above, for settlement within the normal settlement period for such Collateral; provided that the cash purchase price thereof must be received no later than ten (10) Business Days following delivery of the Exercise Notice. Neither the Collateral Agent, the Agent nor any Lender shall assert any right or remedy in respect of the Collateral, including any right described in Section 13.3(a) or Section 13.10, or cause the removal of the Collateral Manager pursuant to Section 7.02, or cause the liquidation or disposition of the Collateral Obligations to occur, in each case during the time that the Equityholder and its Affiliates are entitled to provide an Exercise Notice and purchase the Collateral pursuant to this Section 13.3(c).

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