Common use of Rescission Clause in Contracts

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required Holders, by written notice to the Obligors, may rescind and annul any such declaration and its consequences if (a) the Obligors have paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 4 contracts

Samples: Note Purchase Agreement (Sovran Self Storage Inc), Note Purchase Agreement (Sovran Acquisition LTD Partnership), Note Purchase Agreement (Sovran Self Storage Inc)

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Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than the non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 4 contracts

Samples: Note Purchase Agreement (Spartech Corp), Note Purchase Agreement (Pittston Co), Note Purchase Agreement (Pittston Co)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required HoldersHolders may, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 3 contracts

Samples: Note Purchase Agreement (CHS Inc), Note Purchase Agreement (CHS Inc), Note Purchase Agreement (CHS Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1718, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 3 contracts

Samples: Note and Guarantee Agreement (Kilroy Realty Corp), Note and Guarantee Agreement (Midas Inc), Note and Guarantee Agreement (Gtech Holdings Corp)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 3 contracts

Samples: Note Purchase Agreement (Bearingpoint Inc), Note Purchase Agreement (CTG Resources Inc), Note Purchase Agreement (Tampa Electric Co)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.114.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, Notes and all principal of and Make-Whole Amountat the applicable Redemption Price, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amountat the applicable Redemption Price, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1719, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 14.4 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Canargo Energy Corp), Note and Warrant Purchase Agreement (Canargo Energy Corp)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, the Required Majority Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than the non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 2 contracts

Samples: Amendment and Restatement Agreement (Discovery Communications, Inc.), Amendment and Restatement Agreement (Discovery Communications, Inc.)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, 17 and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 2 contracts

Samples: Note Purchase Agreement (American Capital Strategies LTD), Note Purchase Agreement (American Capital Strategies LTD)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-the non- payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 2 contracts

Samples: Note Purchase Agreement (Cpi Corp), Note Purchase Agreement (Cpi Corp)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required HoldersHolders then outstanding, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 2 contracts

Samples: Note Purchase Agreement (Stepan Co), Note Agreement (Stepan Co)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.113.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have -34- Company has paid all overdue interest on the Notes, Notes and all principal of and Make-Whole Amountat the applicable Redemption Price, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amountat the applicable Redemption Price, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1718, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 13.5 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 2 contracts

Samples: Note Purchase Agreement (Canargo Energy Corp), Senior Secured Notes Agreement (Canargo Energy Corp)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than the non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 2 contracts

Samples: Note Purchase Agreement (Ims Health Inc), Note Purchase Agreement (Ak Steel Corp)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (bSection 11.1(b) or (c) of Section 12.1), the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all due or overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any Late Charge or overdue interest in respect of the Notes Notes, at the Default Rate, (b) neither the Company nor any other Person shall have paid any amounts which have become due solely by reason of such declaration, (c) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1716, and (cd) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 11.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 2 contracts

Samples: Mezzanine Note Agreement (Apartment Income REIT Corp.), Mezzanine Note Agreement (Aimco OP L.P.)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required Holdersholders of a majority in principal amount of the Notes then outstanding, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and any Make-Whole Amount, if any, Amount on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and any Make-Whole Amount, if any, Amount and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 2 contracts

Samples: Note Purchase Agreement (Watts Water Technologies Inc), Note Purchase Agreement (Watts Water Technologies Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, the Required Holders, by written notice to the Obligors, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1719, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note and Guarantee Agreement (Amcor PLC)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors Issuers have paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Crawford & Co)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1payable, the Required HoldersHolders of not less than 66-2/3% in principal amount of the Notes then outstanding, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Schulman a Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any 38 34 overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than the non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Paxar Corp)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required Majority Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (PERRIGO Co PLC)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required HoldersHolders then outstanding, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.. Stepan Company Amended and Restated Note Agreement

Appears in 1 contract

Samples: Note Agreement (Stepan Co)

Rescission. At any time after any Notes Debentures have been declared due and payable pursuant to clause (b) or (c) of Section 12.114.1, the Required Holdersholders of not less than 25% in principal amount of the Debentures then outstanding, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the NotesDebentures, all principal of and Make-Whole Amountpremium, if any, on any Notes Debentures that are due and payable and are unpaid other than by reason of such declarationdeclaration and are unpaid, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Debentures, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1720, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any Notesthe Debentures. No rescission and annulment under this Section 12.3 14.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Purchase Agreement (United Road Services Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1Section12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have a)the Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all b)all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17Section17, and (c) no c)no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 Section12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon. Section12.

Appears in 1 contract

Samples: Note Purchase Agreement (Elizabethtown Water Co /Nj/)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required HoldersHolders of the Notes, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Make- Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-non- payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Master Shelf Agreement (Mdu Resources Group Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, as applicable (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Tecumseh Products Co)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (ca) of Section 12.1, the Required Holdersholders of not less than 51% in principal amount of the Notes then outstanding, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole AmountPremium, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole AmountPremium, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Senior Secured Notes Agreement (Puerto Rican Cement Co Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.113.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the applicable Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1718, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 13.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Premier Farnell PLC)

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Rescission. At any time after any the Notes have been declared due and payable pursuant to clause (bSection 5.1(b) or (c) of Section 12.1), the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, and all principal of and Make-Whole Amount, if any, on any the Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if anyprincipal, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Applicable Rate, (b) neither the Company nor any other Person shall have paid any amounts which have become due solely by reason of such declaration, (c) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 178, and (cd) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any Notesthis Note. No rescission and annulment under this Section 12.3 5.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Convertible Promissory Note (Scio Diamond Technology Corp)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.111.1, the Required HoldersHolders may, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1716, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 11.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Private Shelf Agreement (CHS Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, has been paid, (b) all Events of Default and Defaults, other than non-the non- payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment pavement of any monies due pursuant hereto or to any such Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Federated Investors Inc /Pa/)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (bSection 9.2.1(a) or (c) of Section 12.1b), the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, has been paid, (b) all Events of Default and Defaults, other than the non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, 11.1 and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any such Notes. No rescission and annulment under this Section 12.3 9.2.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Agreement (Pioneer Group Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or clause (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, due and payable on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Interest Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Ogara Co /Oh/)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsIssuer, may rescind and annul any such declaration and its consequences if (a) the Obligors have Issuer has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than the non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1719, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Cordiant Communications Group PLC /Adr)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.110.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than the non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1715, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 10.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Spartech Corp)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or and (c) of Section 12.1, the Required Holders, by written notice to the ObligorsIssuer, may rescind and annul any such declaration and its consequences if (a) the Obligors have Issuer has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than the non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1719, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Cordiant Communications Group PLC /Adr)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, subject to Section 13, the Required Majority Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amountprepayment premium, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amountprepayment premium, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than the non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Denali Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.111.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment nonpayment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 11.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Agreement (Guilford Mills Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or clause (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Lee Enterprises Inc)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, the Required Holders, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (aA) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole Amount, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (bB) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (cC) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Energy Network Inc)

Rescission. At any time after any Notes Debentures have been declared due and payable pursuant to clause (b) or (c) of Section 12.115.1, the Required Holdersholders of not less than 25% in principal amount of the Debentures then outstanding, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the NotesDebentures, all principal of and Make-Whole Amountpremium, if any, on any Notes Debentures that are due and payable and are unpaid other than by reason of such declarationdeclaration and are unpaid, and all interest on such overdue principal and Make-Whole Amount, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Debentures, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1720, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any Notesthe Debentures. No rescission and annulment under this Section 12.3 15.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Purchase Agreement (Benesse Corp)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required HoldersHolders of at least a majority in outstanding principal amount of the Notes, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, all principal of and Make-Whole AmountPremium, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole AmountPremium, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Ratedefault rate as set forth in Section 8.2(b), (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1717.1, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Omnipoint Corp \De\)

Rescission. At any time after any Notes have been declared due and payable pursuant to clause (b) or (c) of Section 12.1, the Required HoldersSecured Creditors, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the Notes, - all principal of and Make-Whole AmountPrepayment Premium, if any, on any Notes that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole AmountPrepayment Premium, if any, and (to the extent permitted by applicable law) any overdue interest in respect of the Notes Notes, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have - become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 1717.1, and (c) no judgment or decree has been entered - for the payment of any monies due pursuant hereto or to any the Notes. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Note Purchase Agreement (Omnipoint Corp \De\)

Rescission. At any time after any Notes Loans have been declared due and payable pursuant to clause paragraph (b) or (c) of Section 12.1, the Agent may, or at the request of the Required HoldersLenders shall, by written notice to the ObligorsCompany, may rescind and annul any such declaration and its consequences if (a) the Obligors have Company has paid all overdue interest on the NotesLoans, all principal of and Make-Whole Amountpremium, if any, on any Notes Loans that are due and payable and are unpaid other than by reason of such declaration, and all interest on such overdue principal and Make-Whole Amountpremium, if any, and (to the extent permitted by applicable lawApplicable Law) any overdue interest in respect of the Notes Loans, at the Default Rate, (b) all Events of Default and Defaults, other than non-payment of amounts that have become due solely by reason of such declaration, have been cured or have been waived pursuant to Section 17, and (c) no judgment or decree has been entered for the payment of any monies due pursuant hereto or to any Notesother Loan Document. No rescission and annulment under this Section 12.3 will extend to or affect any subsequent Event of Default or Default or impair any right consequent thereon.

Appears in 1 contract

Samples: Credit Agreement (Online Resources Corp)

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