Common use of Remedies Upon Events of Default Clause in Contracts

Remedies Upon Events of Default. Upon the occurrence of an ------------------------------- Event of Default as herein defined, except for an Event of Default under Section 14.1(d) hereof, and so long as such Event of Default continues unremedied, then, unless such Event of Default shall have been waived by the holders of two-thirds of the Preferred Shares then outstanding, (a) the holders of two-thirds of the Preferred Shares then outstanding shall be entitled to designate a majority of the Board of Directors of the Company as provided in the Articles and (b) the holders of two-thirds of the Preferred Shares then outstanding may require the Company immediately to redeem, at $3.75 per Series A Preferred Share, $4.50 per Series B Preferred Share and $5.125 per Series C Preferred Share (appropriately adjusted to reflect stock splits, stock dividends, reorganizations, consolidations and similar changes hereafter effected) plus all dividends unpaid and accumulated or accrued thereon, if any, to the date of such redemption, including in the case of the Series C Preferred Shares, all Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares then outstanding, and thereupon the Company shall be obligated to redeem all Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares then outstanding. Upon the occurrence of an Event of Default under Section 14.1(d) hereof, and so long as such Event of Default continues unremedied, then, unless such Event of Default shall have been waived by the holders of two-thirds of the Series C Preferred Shares then outstanding, (a) the holders of two-thirds of the Preferred Shares then outstanding shall be entitled to designate a majority of the Board of Directors of the Company as provided in the Articles and (b) the holders of two-thirds of the Series C Preferred Shares then outstanding may require the Company immediately to redeem, at $5.125 per Series C Preferred Share (appropriately adjusted to reflect stock splits, stock dividends, reorganizations, consolidations and similar changes hereafter effected) plus all dividends unpaid and accumulated or accrued thereon, if any, to the date of such redemption, including, in the case of the Series C Preferred Shares, all Series C Preferred Shares then outstanding, and thereupon the Company shall be obligated to redeem all Series C Preferred Shares then outstanding.

Remedies Upon Events of Default. Upon the occurrence of an ------------------------------- Event of Default as herein definedof the type specified in (i) paragraphs (a), except (b), (c), (d), (e), (g) or (h) of Section 11.1, and (ii) paragraph (f) of Section 11.1 if the representation or warranty at issue was made with reckless disregard for an Event of Default under Section 14.1(d) hereofthe truth or falsity thereof, and so long as such Event of Default continues unremedied, then, unless such Event of Default shall have been waived by the holders of two-thirds of the Preferred Shares then outstanding, (a) the holders of two-thirds of the Preferred Shares then outstanding shall be entitled to designate a majority of the Board Series C Preferred Stock and Series D Preferred Stock then outstanding, voting together as a class, the holders (acting together as a class) of Directors a majority of the Company as provided in the Articles Series C Preferred Stock and (b) the holders of two-thirds of the Series D Preferred Shares then outstanding Stock may require the Company immediately to redeem, at $3.75 per Series A Preferred Share, $4.50 per Series B Preferred Share and $5.125 per redeem all Series C Preferred Share (appropriately adjusted to reflect stock splits, stock dividends, reorganizations, consolidations Stock and similar changes hereafter effectedSeries D Preferred Stock then outstanding as provided in Section 4(b) plus all dividends unpaid and accumulated or accrued thereon, if any, to the date of such redemption, including in the case of the Series C Preferred Shares, all Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares then outstanding, Certificate and thereupon the Company shall be obligated to redeem all Series A C Preferred Shares, Series B Preferred Shares Stock and Series C D Preferred Shares Stock then outstanding. Upon the occurrence of an any Event of Default under Section 14.1(d) hereof, and so long as such Event of Default continues unremedied, thenhereunder, unless such Event of Default shall have been waived by the holders of two-thirds at least sixty percent of the outstanding shares of each of the Series A Preferred Stock and Series B Preferred Stock and by the holders of a majority of the Series C Preferred Shares Stock and Series D Preferred Stock then outstanding, (a) the holders of two-thirds of the Preferred Shares then outstanding shall be entitled to designate voting together as a majority of class, the Board of Directors of the Company shall be reconstituted as provided in the Articles and (b) the holders of two-thirds Section 5 of the Shareholders Agreement and subparagraph (2)(c) of the Certificate, the Amended and Restated Series A Certificate, the Amended and Restated Series B Certificate or the Amended and Restated Series C Preferred Shares then outstanding may require the Company immediately to redeemCertificate, at $5.125 per Series C Preferred Share (appropriately adjusted to reflect stock splits, stock dividends, reorganizations, consolidations and similar changes hereafter effected) plus all dividends unpaid and accumulated or accrued thereon, if any, to the date of such redemption, including, in as the case of the Series C Preferred Shares, all Series C Preferred Shares then outstanding, and thereupon the Company shall be obligated to redeem all Series C Preferred Shares then outstandingmay be.

Remedies Upon Events of Default. Upon the occurrence of an ------------------------------- Event of Default as herein definedof the type specified in (i) paragraphs (a), except (b), (d) or (g) of Section 11.1, and (ii) paragraph (f) of Section 11.1 if the representation or warranty at issue was made with reckless disregard for an Event of Default under Section 14.1(d) hereofthe truth or falsity thereof, and so long as such Event of Default continues unremedied, then, unless such Event of Default shall have been waived by the holders of two-thirds sixty percent of the Series A Preferred Stock and Series B Preferred Stock then outstanding, the holders of at least sixty percent of the Series A Preferred Stock and the Series B Preferred Stock then outstanding may require the Company immediately to redeem all shares of Series A Preferred Stock and Series B Preferred Stock then outstanding as provided in Section 4(b) of the Certificate and the Amendment and Restatement of the Statement of Designation of Rights, Preferences and Limitations of Series A Convertible Preferred Stock (the "Series A Certificate"), as the case may be, and thereupon the Company shall be obligated to redeem all shares of Series A Preferred Stock and Series B Preferred Stock then outstanding. Upon the occurrence of any Event of Default hereunder, unless such Event of Default shall have been waived by the holders of at least sixty percent of the Series A Preferred Stock and Series B Preferred Stock then outstanding and a majority of the Series C Preferred Stock and Series D Preferred Stock then outstanding, voting together as a class, the holders of the Preferred Shares then outstanding, (a) the holders of two-thirds of the Preferred Shares Stock then outstanding shall be entitled to designate a majority of the Board of Directors of the Company as provided in the Articles and (bSection 2(c) the holders of two-thirds of the Preferred Shares then outstanding may require Certificate, the Company immediately to redeem, at $3.75 per Series A Preferred ShareCertificate, $4.50 per Series B Preferred Share the Amendment and $5.125 per Restatement of the Statement of Designation of Rights, Preferences and Limitations of Series C Convertible Preferred Share (appropriately adjusted to reflect stock splitsStock or the Statement of Designation of Rights, stock dividendsPreferences and Limitations of Series D Convertible Preferred Stock, reorganizations, consolidations and similar changes hereafter effected) plus all dividends unpaid and accumulated or accrued thereon, if any, to the date of such redemption, including in as the case may be." E. Section 13.1 of the Series C Preferred Shares, all Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares then outstanding, and thereupon the Company shall be obligated to redeem all Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares then outstanding. Upon the occurrence of an Event of Default under Section 14.1(d) hereof, and so long 1998 Agreement is hereby amended in its entirety as such Event of Default continues unremedied, then, unless such Event of Default shall have been waived by the holders of two-thirds of the Series C Preferred Shares then outstanding, (a) the holders of two-thirds of the Preferred Shares then outstanding shall be entitled to designate a majority of the Board of Directors of the Company as provided in the Articles and (b) the holders of two-thirds of the Series C Preferred Shares then outstanding may require the Company immediately to redeem, at $5.125 per Series C Preferred Share (appropriately adjusted to reflect stock splits, stock dividends, reorganizations, consolidations and similar changes hereafter effected) plus all dividends unpaid and accumulated or accrued thereon, if any, to the date of such redemption, including, in the case of the Series C Preferred Shares, all Series C Preferred Shares then outstanding, and thereupon the Company shall be obligated to redeem all Series C Preferred Shares then outstanding.follows:

Remedies Upon Events of Default. Upon the occurrence of an ------------------------------- Event of Default as herein definedof the type specified in (i) paragraphs (a), except (b), (c), (d), (e), (g) or (h) of Section 11.1, and (ii) paragraph (f) of Section 11.1 if the representation or warranty at issue was made with reckless disregard for an Event of Default under Section 14.1(d) hereofthe truth or falsity thereof, and so long as such Event of Default continues unremedied, then, unless such Event of Default shall have been waived by the holders of two-thirds of the Preferred Shares then outstanding, (a) the holders of two-thirds of the Preferred Shares then outstanding shall be entitled to designate a majority of the Board Series C Preferred Stock and Series D Preferred Stock then outstanding, voting together as a class, the holders (acting together as a class) of Directors a majority of the Company as provided in the Articles Series C Preferred Stock and (b) the holders of two-thirds of the Series D Preferred Shares then outstanding Stock may require the Company immediately to redeem, at $3.75 per Series A Preferred Share, $4.50 per Series B Preferred Share and $5.125 per redeem all Series C Preferred Share (appropriately adjusted to reflect stock splits, stock dividends, reorganizations, consolidations Stock and similar changes hereafter effectedSeries D Preferred Stock then outstanding as provided in Section 4(b) plus all dividends unpaid and accumulated or accrued thereon, if any, to the date of such redemption, including in the case of the Series C Preferred Shares, all Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares then outstanding, Certificate and thereupon the Company shall be obligated to redeem all Series A C Preferred Shares, Series B Preferred Shares Stock and Series C D Preferred Shares Stock then outstanding. Upon the occurrence of an any Event of Default under Section 14.1(d) hereof, and so long as such Event of Default continues unremedied, thenhereunder, unless such Event of Default shall have been waived by the holders of two-thirds at least sixty percent of the outstanding shares of each of the Series A Preferred Stock and Series B Preferred Stock and by the holders of a majority of the Series C Preferred Shares Stock and Series D Preferred Stock then outstanding, (a) the holders of two-thirds of the Preferred Shares then outstanding shall be entitled to designate voting together as a majority of class, the Board of Directors of the Company shall be reconstituted as provided in the Articles and (b) the holders of two-thirds Section 5 of the Shareholders Agreement and subparagraph (2)(c) of the Certificate, the Amendment and Restatement of the Statement of Designation of Rights, Preferences and Limitations of Series C A Convertible Preferred Shares then outstanding may require Stock, the Company immediately to redeemAmendment and Restatement of the Statement of Designation of Rights, at $5.125 per Preferences and Limitations of Series C B Convertible Preferred Share (appropriately adjusted to reflect stock splitsStock or the Statement of Designation of Rights, stock dividendsPreferences and Limitations of Series D Convertible Preferred Stock, reorganizations, consolidations and similar changes hereafter effected) plus all dividends unpaid and accumulated or accrued thereon, if any, to the date of such redemption, including, in as the case may be." G. Section 13.1 of the Series C Preferred Shares, all Series C Preferred Shares then outstanding, and thereupon the Company shall be obligated to redeem all Series C Preferred Shares then outstanding.2000 Agreement is hereby amended in its entirety as follows:

Remedies Upon Events of Default. Upon the occurrence of an ------------------------------- Event of Default as herein definedof the type specified in (i) paragraphs (a), except (b), (d) or (g) of Section 11.1, and (ii) paragraph (f) of Section 11.1 if the representation or warranty at issue was made with reckless disregard for an Event of Default under Section 14.1(d) hereofthe truth or falsity thereof, and so long as such Event of Default continues unremedied, then, unless such Event of Default shall have been waived by the holders of two-thirds sixty percent of the Series A Preferred Stock and Series B Preferred Stock then outstanding, the holders of at least sixty percent of the Series A Preferred Stock and the Series B Preferred Stock then outstanding may require the Company immediately to redeem all shares of Series A Preferred Stock and Series B Preferred Stock then outstanding as provided in Section 4(b) of the Certificate and the Amendment and Restatement of the Statement of Designation of Rights, Preferences and Limitations of Series B Convertible Preferred Stock (the "Series B Certificate"), as the case may be, and thereupon the Company shall be obligated to redeem all shares of Series A Preferred Stock and Series B Preferred Stock then outstanding. Upon the occurrence of any Event of Default hereunder, unless such Event of Default shall have been waived by the holders of at least sixty percent of the Series A Preferred Stock and Series B Preferred Stock then outstanding and a majority of the Series C Preferred Stock then outstanding, the holders of the Preferred Shares then outstanding, (a) the holders of two-thirds of the Preferred Shares Stock then outstanding shall be entitled to designate a majority of the Board of Directors of the Company as provided in the Articles and (bSection 2(c) the holders of two-thirds of the Preferred Shares then outstanding may require Certificate, the Company immediately to redeem, at $3.75 per Series A Preferred Share, $4.50 per Series B Preferred Share and $5.125 per Series C Preferred Share (appropriately adjusted to reflect stock splits, stock dividends, reorganizations, consolidations and similar changes hereafter effected) plus all dividends unpaid and accumulated Certificate or accrued thereon, if any, to the date of such redemption, including in the case of the Series C Preferred SharesCertificate, all Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares then outstanding, and thereupon as the Company shall be obligated to redeem all Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares then outstanding. Upon the occurrence of an Event of Default under case may be." N. Section 14.1(d) hereof, and so long as such Event of Default continues unremedied, then, unless such Event of Default shall have been waived by the holders of two-thirds 13.1 of the Series C Preferred Shares then outstanding, (a) the holders of two-thirds of the Preferred Shares then outstanding shall be entitled to designate a majority of the Board of Directors of the Company 1998 Agreement is hereby amended in its entirety as provided in the Articles and (b) the holders of two-thirds of the Series C Preferred Shares then outstanding may require the Company immediately to redeem, at $5.125 per Series C Preferred Share (appropriately adjusted to reflect stock splits, stock dividends, reorganizations, consolidations and similar changes hereafter effected) plus all dividends unpaid and accumulated or accrued thereon, if any, to the date of such redemption, including, in the case of the Series C Preferred Shares, all Series C Preferred Shares then outstanding, and thereupon the Company shall be obligated to redeem all Series C Preferred Shares then outstanding.follows: