Termination; Acceleration. All rights of the Optionee in the Option to the extent not exercised shall terminate at the expiration of the Exercise Period(s) herein defined or, if sooner, 18 months after the stockholders of the Company shall have approved an agreement to merge or consolidate with or into another corporation (and the Company is not the survivor of such merger or consolidation) or an agreement to sell or otherwise dispose of all or substantially all of the Company's assets (including a plan of liquidation). Immediately upon the occurrence of any such events or any change in a majority of the Board of Directors of the Company, the entire Option shall automatically become fully vested and exercisable notwithstanding Section 2 hereof.
Termination; Acceleration. Upon the occurrence of an Event of Default, then, and in every such event (other than an event described in Section 6.01(f)), and at any time thereafter during the continuance of such event, the Agent shall, by notice to the Borrower, if directed by the Required Lenders, declare the unpaid principal and interest of the Loans to be forthwith due and payable, whereupon the principal of such Loans, together with accrued interest thereon and any unpaid accrued Fees and all other liabilities of the Borrower accrued hereunder, shall become forthwith due and payable and all Commitments shall automatically terminate, without presentment, demand, protest or any other notice of any kind, all of which are hereby expressly waived by the Borrower, anything contained herein or in any Loan Document (other than the NBA Consent Letter and the Security Agreement) to the contrary notwithstanding; and, in any event described in Section 6.01(f) above, the principal of the Loans, together with accrued interest thereon and any unpaid accrued Fees and all other liabilities of the Borrower accrued hereunder, shall automatically become due and payable and all Commitments shall automatically terminate, without presentment, demand, protest or any other notice of any kind, all of which are hereby expressly waived by the Borrower, anything contained herein or in any of the Loan Documents (other than the NBA Consent Letter and the Security Agreement) to the contrary notwithstanding.
Termination; Acceleration. If an Event of Default specified in Section 7(f) or (g) shall occur, then, and in any such event, the Commitment shall immediately terminate and the Loans and all other Obligations shall become immediately due and payable without any notice or other action by Lender. If any other Event of Default shall occur and be continuing, then, and in any such event, Lender may, without any notice or demand, (i) terminate forthwith the Commitment and/or (ii) declare the Loans and all other Obligations to be immediately due and payable.
Termination; Acceleration. Upon the occurrence and during the continuation of any Event of Default, without further order of, application to, or action by, the Bankruptcy Court and without limiting any other right or remedy, at the direction of the Required Lenders, the Administrative Agent may by written notice to the Borrower and the Committee in accordance with Section 10.2 (a) declare that all or any portion of the Term Loan Commitment be terminated, whereupon the obligation of the Lenders to make Loans shall immediately terminate, and (b) declare the Loans, the PIK Interest Notes, all accrued interest thereon and all other amounts and Obligations payable under this Agreement to be forthwith due and payable, whereupon the Loans, the PIK Interest Notes, all such interest and all such amounts and Obligations shall become and be forthwith due and payable, without presentment, demand, protest or further notice of any kind, all of which are hereby expressly waived by the Borrower.
Termination; Acceleration. In the event that the Company ----------- ------------ consummates an underwritten public offering of its capital stock registered pursuant to the Securities Act on or before January 1, 2001, then the Put Right set forth in this Section 4 shall automatically terminate. In addition, the Company shall give AC written notice at least fourteen (14) days prior to the consummation of any Liquidity Event, and in the event of such a Liquidity Event, AC shall by written notice to the Company given at any time prior to the consummation of such Liquidity Event, either (a) accelerate the put right under this Section 4, whereupon the obligations of the Company under this Section 4 shall be fulfilled either immediately prior to or simultaneously with the consummation of such Liquidity Event, or (b) waive the Put Right (or give a Rescission Notice in the event that AC has already exercised such Put Right, in which case AC shall immediately repay to the Company any portion of the Repurchase Price theretofore paid and the Company shall immediately return to AC the uncancelled original stock certificate(s) representing the Put Shares) under this Section 4. The term "Liquidity Event" shall mean (x) an underwritten --------------- initial public offering of the Company's capital stock which occurs after January 1, 2001, (y) the sale of all or substantially all of the property and assets of the Company in one transaction or a series of one or more related transactions, or (z) the acquisition of the Company by another person or entity by means of stock purchase (whether by transfer or outstanding shares or through new issuances), merger, consolidation or otherwise which would result in the exchange of shares of capital stock of the Company for cash, securities or other consideration paid by the acquiring person or entity, or any similar transaction.
Termination; Acceleration. The Lenders may immediately terminate this Loan Agreement and the Loan Documents by notice to Borrower and declare the unpaid balance of the Obligations to be immediately due and payable.
Termination; Acceleration. The lender may terminate the loan agreement and require the full loan amount to be due for immediate repayment only for good cause. There may be good cause if the conditions for the disbursement of the loan if there was an unsuccessful request with a deadline, e.g., or the loan is not removed, the borrower violates material contractual obligations, the borrower provided incorrect information that had an influence on the granting of the loan. The right of the lender to terminate the contract for any other important or otherwise legally permissible reason remains unaffected.
Termination; Acceleration. (a) This Agreement shall remain effective, and your obligations hereunder shall continue, until the termination or expiration, as applicable, of all Letters of Credit issued hereunder and the payment in full of all amounts due hereunder and under the Revolving Note.
(b) If (i) you fail to pay when due any principal or interest or any other amount payable hereunder; or (ii) you fail to perform or
(1) declare all of your outstanding obligations to us hereunder (including, but not limited to, all contingent and unmatured obligations hereunder), together with accrued interest to the date of payment, to be immediately due and payable without presentment, demand, protest or other notice of any kind, all of which you hereby waive, and/or (2) require that you provide us, within five business days of the date you receive notice from us of such default, with cash collateral in an amount equal to the sum of (A) the maximum aggregate amount of all drafts that might thereafter be drawn under all Letters of Credit, plus (B) all fees thereafter payable in respect of all Letters of Credit.
(c) In the event of the commencement by you of a voluntary case under any applicable bankruptcy, insolvency or other similar law now or hereafter in effect, or the consent by you to the entry of an order for relief in an involuntary case under any such law or to the appointment of or the taking possession by a receiver, liquidator, assignee, trustee, custodian, sequestrator (or other similar official) of you or of any substantial part of your property, or the making by you of any general assignment for the benefit of creditors, or your failure generally to pay your debts as such debts become due, or the taking of corporate action by you in furtherance of any of the foregoing, then, and in any such event, our agreement to issue Letters of Credit shall terminate and all of your outstanding obligations to us hereunder (including, but not limited to, all contingent and unmatured obligations hereunder), together with accrued interest to the date of payment, shall thereupon immediately become due and payable without presentment, demand, protest or other notice of any kind, all of which you hereby waive; and we may require that you provide us with cash collateral in an amount equal to the sum of (A) the maximum aggregate amount of all drafts that might thereafter be drawn under all Letters of Credit plus (B) all fees thereafter payable in respect of all Letters of Credit.
Termination; Acceleration. 1. Pursuant to the Employee Stock Ownership Plan of Citizens Bank, Innes Street made a loan to the ESOP for Citizens Bank so that the ESOP could purchase shares of stock. Termination of the ESOP pursuant to this Agreement will cause the loan to be accelerated under the terms of the Promissory Note from Citizens Bank to Innes Street and the Loan Agreement both dated December 28, 1998. The Note states that upon the occurrence of any of the "Events of Default" listed in the Loan Agreement, all amounts then remaining unpaid on the Note may become immediately due and payable. The Loan Agreement states that if the ESOP is terminated or ceases to exist, that is an Event of Default (Section 6.01(h)). Termination of the ESOP will occur upon the Merger Effective Date. Section 6.01 of the Loan Agreement continues to provide that "upon the occurrence of any Event of Default and at any time thereafter, the Holding Company may, at its option, declare the Note . . . to be immediately due and payable in full . . . ."
Termination; Acceleration. Upon a Change in Control, all then outstanding Awards will become fully vested immediately prior to the Change in Control and will be cancelled in exchange for a cash payment or other consideration generally provided to stockholders in the Change in Control equal to the then current value of the Award, determined as though the Award was fully vested and any restrictions applicable to such Award had lapsed immediately prior to the Change in Control. Any payment or settlement pursuant to this paragraph (b) will be made within thirty (30) days after the Change in Control.
