Common use of Remedy for Default Clause in Contracts

Remedy for Default. If at any time during one or more Interest Periods the effect of any one or more Defaults is to cause the Source of Debt Service received by the Borrower and payable to the Lenders to be insufficient to satisfy any payment obligation when due under the Loan Agreement, any of the Notes or the Letter Agreement (the difference between the amount of the Source of Debt Service received with respect to any Interest Period by the Borrower and payable to the Lenders under the Loan Agreement, any of the Notes or the Letter Agreement and the amount which would have been so received and payable but for such Default or Defaults, the "Default Shortfall"), then each of the Producers which caused or is responsible for such Default or to which such Default relates shall be obligated to pay an aggregate amount to the Tranche A Lender and the Agent for the account of the Tranche B Lenders, on the dates when due during or at the end of such Interest Period, in the manner and with the effect of payments made by the Borrower as provided in the Loan Agreement, the relevant Notes or the Letter Agreement, on account of its Liability Share of the Default Shortfall, such that the net aggregate amount received from each such Producer by the Tranche A Lender and the Agent for the account of the Tranche B Lenders pursuant to this Section 3.2, after deduction of all Taxes required to be deducted or withheld from, or otherwise paid by the Lenders with respect to, such payment (but excluding Excluded Taxes required to be so deducted, withheld or paid solely to the extent that the amount of such Excluded Taxes does not exceed the amount of Excluded Taxes that would have been deducted, withheld or otherwise paid by the Lenders, if there had been no Default Shortfall, and the net amount were paid to, and received by, the Lenders out of the Source of Debt Service), shall equal such Producer's Liability Share of the Default Shortfall. The provisions of this Section 3.2 shall apply to breaches of Section 1.17(b) as if such breaches were a Default, whether or not notice of such breach is given to the Producers by the Tranche A Lender or the Agent.

Remedy for Default. Dealer acknowledges and agrees that the issuance of Common Stock to Dealer pursuant to this Agreement is in consideration of Dealer's performance of its obligations under this Agreement and the DEALER AGREEMENT for the entire Term. If at there shall occur a Default by Dealer in the performance of any of its obligations under this Agreement or the DEALER AGREEMENT, Dealer will either forfeit all shares of Common Stock that remain Unvested Shares as of the date of the Default or immediately pay to SAI the unpaid balance due pursuant to the DEALER AGREEMENT for the balance of the Term, whichever is greater. The following table sets forth for the Closing Date and each of the three anniversaries of the Closing Date, the percentage of the shares of Common Stock issued to Dealer pursuant to this Agreement that will be forfeited if a Default by Dealer occurs any time during one or more Interest Periods the effect year preceding the date of any one or more Defaults is to cause such anniversary: Anniversary Percent Forfeited ----------- ----------------- First 75% Second 50% Third 25% SAI will, promptly upon becoming aware of an event that has caused the Source forfeiture of Debt Service received by the Borrower and payable to the Lenders to be insufficient to satisfy any payment obligation when due under the Loan AgreementCommon Stock, any notify Dealer of the Notes nature of the event, the provision of this Agreement or the Letter Agreement (DEALER AGREEMENT as to which the difference between the amount of the Source of Debt Service received with respect to any Interest Period by the Borrower and payable to the Lenders under the Loan Agreement, any of the Notes or the Letter Agreement Default has occurred and the amount number of shares of Common Stock which would have been so received and payable but for such Default or Defaults, the "Default Shortfall"), then each of the Producers which caused or is responsible for such Default or to which such Default relates shall forfeited as a result. Any disputes concerning forfeitures will be obligated to pay an aggregate amount to the Tranche A Lender and the Agent for the account of the Tranche B Lenders, on the dates when due during or at the end of such Interest Period, in the manner and with the effect of payments made determined by the Borrower binding arbitration as provided in Section 6.5. In determining whether the Loan Agreement"unpaid balance" is greater than the value of the Unvested Shares, the relevant Notes or value of the Letter Agreement, Unvested Shares shall be determined by multiplying the closing price of SAI's Common Stock on account of its Liability Share the date that SAI notifies Dealer of the Default Shortfall, such that the net aggregate amount received from each such Producer by the Tranche A Lender and the Agent for the account number of the Tranche B Lenders pursuant to this Section 3.2, after deduction of all Taxes required to be deducted or withheld from, or otherwise paid by the Lenders with respect to, such payment (but excluding Excluded Taxes required to be so deducted, withheld or paid solely to the extent that the amount of such Excluded Taxes does not exceed the amount of Excluded Taxes that would have been deducted, withheld or otherwise paid by the Lenders, if there had been no Default Shortfall, and the net amount were paid to, and received by, the Lenders out of the Source of Debt Service), shall equal such Producer's Liability Share of the Default Shortfall. The provisions of this Section 3.2 shall apply to breaches of Section 1.17(b) as if such breaches were a Default, whether or not notice of such breach is given to the Producers by the Tranche A Lender or the AgentUnvested Shares.

Remedy for Default. If at any time during one or more Interest Periods the effect of any one or more Defaults is to cause the Source of Debt Service received by the Borrower and payable to the Lenders to be insufficient to satisfy any payment obligation when due under the Loan Agreement, any of the Notes or the Letter Agreement (the difference between the amount of the Source of Debt Service received with respect to any Interest Period by the Borrower and payable to the Lenders under the Loan Agreement, any of the Notes or the Letter Agreement and the amount which would have been so received and payable but for such Default or Defaults, the "Default Shortfall"), then each of the Producers which caused or is responsible for such Default or to which such Default relates shall be obligated to pay an aggregate amount to the Tranche A Lender and the Agent for the account of the Tranche B Lenders, on the dates when due during or at the end of such Interest Period, in the manner and with the effect of payments made by the Borrower as provided in the Loan Agreement, the relevant Notes or the Letter Agreement, on account of its Liability Share of the Default Shortfall, such that the net aggregate amount received from each such Producer by the Tranche A Lender and the Agent for the account of the Tranche B Lenders pursuant to this Section 3.2, after deduction of all Taxes required to be deducted or withheld from, or otherwise paid by the Lenders with respect to, such payment (but excluding Excluded Taxes required to be so deducted, withheld or paid solely to the extent that the amount of such Excluded Taxes does not exceed the amount of Excluded Taxes that would have been deducted, withheld or otherwise paid by the Lenders, if there had been no Default Shortfall, and the net amount were paid to, and received by, the Lenders out of the Source of Debt Service), shall equal such Producer's Liability Share of the Default Shortfall. The provisions of this Section 3.2 shall apply to breaches of Section 1.17(b) as if such breaches were a Default, whether or not notice of such breach is given to the Producers by the Tranche A Lender or the Agent.

Remedy for Default. If In the event of an occurrence of default as set forth above, the Landlord shall have the right to: (a) Terminate this Lease and end the Term hereof by giving to Tenant written notice of such termination, in which event Landlord shall be entitled to recover from Tenant the present value at the time of such termination of the excess, if any, of the amount of rent reserved in this Lease for the then balance of the term hereof over the then reasonable rental value of the Premises for the same period. The present value shall be determined by discounting all further excess rent amounts at the rate of eight percent (8%) per annum. It is understood and agreed that the "reasonable rental value" shall be the amount of rental which Landlord can obtain as rent for the remaining balance of the initial term or renewal term, whichever is applicable; or (b) Without resuming possession of the Premises or terminating this Lease to xxx monthly for and recover all rents, other required payments due under this Lease, and other sums including damages and legal fees at any time during one from time to time accruing hereunder; or (c) Upon notice to all interested parties, re-enter and take possession of the Premises or more Interest Periods any part thereof and repossess the effect same as of Landlord's former estate and expel the Tenant and those claiming through or under the Tenant and remove the effects of both or either (forcibly if necessary) and store same at Tenant's expense without being deemed guilty in any manner or trespass and without prejudice to any remedies for rent delinquencies or preceding Lease defaults in which event Landlord may from time to time without terminating this Lease re-let the Premises or any part thereof for such term or terms and at such rental or rentals and upon such other terms and conditions as Landlord may deem advisable, with the right to make alterations and repairs to the Premises, and such re-entry or taking of possession of the Premises by Landlord shall not be construed as an election on Landlord's part to terminate this Lease unless a written notice of termination be given to Tenant or unless the termination thereof be decreed by a court of competent jurisdiction. In the event of Landlord's election to proceed under this subparagraph "c", then such repossession shall not relieve Tenant of its obligation and liability under this Lease, all of which shall survive such repossession, and Tenant shall pay to Landlord as current liquidated damages the basic rental and additional rental and other sums hereinabove provided which would be payable hereunder if such repossession had not occurred, less the net proceeds (if any) of any one or more Defaults is to cause the Source of Debt Service received by the Borrower and payable to the Lenders to be insufficient to satisfy any payment obligation when due under the Loan Agreement, any re-letting of the Notes or Premises after deducting all of Landlord's expenses in connection with such re- letting, including but without limitation all repossession costs, brokerage commissions, legal expenses, attorney's fees, expenses of employees, alteration costs and expenses of preparations for such re-letting. Tenant shall pay such current damages to Landlord on the Letter Agreement (days on which the difference between the amount of the Source of Debt Service received with respect to any Interest Period by the Borrower and payable to the Lenders under the Loan Agreement, any of the Notes or the Letter Agreement and the amount which basic rent would have been so received payable hereunder if possession had not been retaken and payable but for such Default or Defaults, the "Default Shortfall"), then each of the Producers which caused or is responsible for such Default or to which such Default relates Landlord shall be obligated entitled to pay an aggregate amount to receive the Tranche A Lender and same from the Agent for the account of the Tranche B Lenders, Tenant on the dates when due during or at the end of such Interest Period, in the manner and with the effect of payments made by the Borrower as provided in the Loan Agreement, the relevant Notes or the Letter Agreement, on account of its Liability Share of the Default Shortfall, such that the net aggregate amount received from each such Producer by the Tranche A Lender and the Agent for the account of the Tranche B Lenders pursuant to this Section 3.2, after deduction of all Taxes required to be deducted or withheld from, or otherwise paid by the Lenders with respect to, such payment (but excluding Excluded Taxes required to be so deducted, withheld or paid solely to the extent that the amount of such Excluded Taxes does not exceed the amount of Excluded Taxes that would have been deducted, withheld or otherwise paid by the Lenders, if there had been no Default Shortfall, and the net amount were paid to, and received by, the Lenders out of the Source of Debt Service), shall equal such Producer's Liability Share of the Default Shortfall. The provisions of this Section 3.2 shall apply to breaches of Section 1.17(b) as if such breaches were a Default, whether or not notice of such breach is given to the Producers by the Tranche A Lender or the Agentday.