Termination of Standstill Obligations Sample Clauses

Termination of Standstill Obligations. (a) The obligation of the Lender under Section 4 hereof shall terminate (the “Termination”) on the earliest of (i) the date that less than 25% of the original principal amount of the October 2009 Debentures, in the aggregate, is then outstanding, (ii) the date, if any, on which a petition for relief under the United States Bankruptcy Code or any similar state is filed by or against the Company or any of its subsidiaries, (iii) the date that the Company defaults under any of the terms and conditions of this Agreement, or (iv) the date this Agreement is otherwise terminated or expires, it being understood that the Lender shall have the right to terminate this Agreement on 3 Business Days’ prior notice to the Company and Theorem. (b) Upon Termination, the agreement of Lender to forbear shall automatically and without further notice or action terminate and be of no force and effect, it being understood and agreed that the effect of such Termination will be to permit the Lender to exercise such rights and remedies hereunder, under the Transaction Documents, or applicable law, immediately without any further notice, passage of time or forbearance of any kind. (c) The Company agrees that all of the Indebtedness shall, if not sooner paid, be absolutely and unconditionally due and payable in full in cash or other immediately available funds by the Company and the Lender on the Termination. (d) Both parties acknowledge that this Agreement shall not impact or restrict the Lender’s ability to convert the Indebtedness into shares of common stock of the Company.
Sample 1
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Termination of Standstill Obligations. The standstill obligations of Buyer described in Section 5.2 of this Article shall commence upon execution hereof and shall terminate upon the earlier to occur of the following events: (a) termination of this Agreement pursuant to Article VIII hereof; (b) Buyer shall beneficially own five percent (5%) or fewer of the outstanding shares of capital stock of Seller for a period of at least ninety (90) consecutive days; (c) the Continuing Directors no longer constitute a majority of the Board of Directors; (d) Buyer no longer being a Director (other than as a result of Buyer resigning from his directorship or Buyer being removed from his directorship by an affirmative vote of the shareholders of Seller for cause); or (e) the sixth anniversary of the Closing Date.
Sample 1
Termination of Standstill Obligations. (a) The obligation of any Holder under Section 4 hereof shall terminate (the “Termination”) on the earlier of (i) the date, if any, on which a petition for relief under the United States Bankruptcy Code or any similar state law is filed by or against the Company, (ii) the date that the Company defaults under any of the terms and conditions of this Agreement (iii) the date that any of the Holders determine, in their sole reasonable discretion, that the Company has abandoned seeking a Transaction or (iv) the date this Agreement is otherwise terminated or expires. (b) Upon Termination, the agreement of Holders to forbear shall automatically and without further notice or action terminate and be of no force and effect, it being understood and agreed that the effect of such Termination will be to permit Holders to exercise such rights and remedies hereunder, under the Transaction Documents, or applicable law, immediately without any further notice, passage of time or forbearance of any kind. (c) The Company agrees that all of the Indebtedness shall, if not sooner paid, be absolutely and unconditionally due and payable in full in cash or other immediately available funds by the Company and the Holders on the Termination.
Sample 1
Termination of Standstill Obligations. (a) The obligation of the Administrative Agent to forebear the exercise of the rights and remedies under the Loan Agreement regarding the Existing Default or any other right related thereto shall terminate (the “Termination Date”) on the earlier of (i) November 1, 2018;
Sample 1
Termination of Standstill Obligations. (a) The obligation of the Agent under Section 3 hereof shall terminate (the “Termination”) on the earlier of (i) the date, if any, on which a petition for relief under the United States Bankruptcy Code or any similar state law is filed by or against the Borrower, (ii) the date that the Borrower defaults under any of the terms and conditions of this Agreement, (iii) the Forbearance Termination Date, or (iv) the date this Agreement is otherwise terminated or expires. (b) Upon Termination, the agreement of PFG to forbear shall automatically and without further notice or action terminate and be of no force and effect, it being understood and agreed that the effect of such Termination will be to permit PFG to exercise such rights and remedies hereunder, under the PFG Senior Debt Documents or applicable law, immediately without any further notice, passage of time or forbearance of any kind.
Sample 1
Termination of Standstill Obligations. (a) The obligation of the Administrative Agent to forebear the exercise of the rights and remedies under the Loan Agreement regarding the Existing Default or any other right related thereto shall terminate (the “Termination Date”) on the earlier of (i) November 1, 2018; (ii) the date, if any, on which a petition for relief under the United States Bankruptcy Code or any similar state law is filed by or against the Company or the Guarantor; or (iii) the date that the Company or the Guarantor defaults under any of the terms and conditions of this Agreement or this Agreement is terminated. (b) Upon the Termination Date, the agreement of the Administrative Agent to forbear under this Agreement shall automatically and without further notice or action terminate and be of no force and effect, it being understood and agreed that as of the Termination Date, the Administrative Agent shall be entitled to exercise such rights and remedies hereunder, under the Loan Agreement, the Note and the other Loan Documents, or applicable law, immediately without any further notice, passage of time or forbearance of any kind. (c) Each of the Company and the Guarantor agrees that all of obligations regarding the Advances and the accrued interest thereon (including interest computed at the Default Rate) shall, if not sooner paid, be absolutely and unconditionally due and payable in full in cash or other immediately available funds by the Company on the Termination.
Sample 1
Termination of Standstill Obligations. 10.1 The obligation of the Agent under Section 4 hereof shall terminate (the “Termination”) on the earlier of (i) the date, if any, on which a petition for relief under the United States Bankruptcy Code or any similar state law is filed by or against the Company, (ii) the date that the Company defaults under any of the terms and conditions of this Agreement, (iii) the date this Agreement is otherwise terminated or expires, (iv) the occurrence of an Event of Default under the New Debenture (as defined below) or a breach of any of the Transaction Documents entered into therewith, (v) National Bank of Canada shall have taken action to seize, restrain or otherwise interfere with the Company’s ability to use any assets secured by the lien of the Security Agreements and/or leases secured by the Mortgages, (vi) the production milestones which are conditions for either the Second or Third Closing are not met or (vii) the Agreement, dated on or about May 20, 2014, between the Company and Northpoint Energy Partners, LLC with respect to the retention of Northpoint’s officer, Xxxxxx Xxxxxxx, as Chief Restructuring Officer, is not in full force and effect or Xxxx Xxxxxxx shall not continue to serve as Chief Restructuring Officer.
Sample 1
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Termination of Standstill Obligations. (a) The obligation of any Lender under Section 4 hereof shall terminate (the “Termination”) on the earliest of (i) the date, if any, on which a petition for relief under the United States Bankruptcy Code or any similar state or Canadian law is filed by or against the Company or any of its subsidiaries or (ii) the date this Agreement is otherwise terminated or expires, it being understood that the Lenders holding 67% of the then outstanding principal amount of the Debentures shall have the right to terminate this Agreement on 3 Business Days’ prior notice to the Company. Notwithstanding anything in this Agreement or the Transaction Documents to the contrary, a Lender (the “Injured Lender”) shall have the right to take action against the Company pursuant to this Agreement or the Transaction Documents without the consent of any other Lender in the event that the Company defaults on a material obligation to such Injured Lender and such treatment of the Injured Lender is disproportionate to the treatment afforded by the Company to any other Lender; provided that such action shall only seek a remedy to the extent required to afford such Injured Lender equal treatment in proportion to such other Lenders and further, prior to taking such action, written notice shall be provided to all other Lenders.
Sample 1

Related to Termination of Standstill Obligations

  • Survival of Obligations Upon Termination of Financing Arrangements Except as otherwise expressly provided for in the Loan Documents, no termination or cancellation (regardless of cause or procedure) of any financing arrangement under this Agreement shall in any way affect or impair the obligations, duties and liabilities of the Credit Parties or the rights of Agent and Lenders relating to any unpaid portion of the Loans or any other Obligations, due or not due, liquidated, contingent or unliquidated, or any transaction or event occurring prior to such termination, or any transaction or event, the performance of which is required after the Commitment Termination Date. Except as otherwise expressly provided herein or in any other Loan Document, all undertakings, agreements, covenants, warranties and representations of or binding upon the Credit Parties, and all rights of Agent and each Lender, all as contained in the Loan Documents, shall not terminate or expire, but rather shall survive any such termination or cancellation and shall continue in full force and effect until the Termination Date; provided, that the provisions of Section 11, the payment obligations under Sections 1.15 and 1.16, and the indemnities contained in the Loan Documents shall survive the Termination Date.

  • Termination of Existing Credit Agreement Receipt by the Administrative Agent of evidence that the Existing Credit Agreement concurrently with the Closing Date is being terminated and all Liens securing obligations under the Existing Credit Agreement concurrently with the Closing Date are being released.

  • Termination of Obligations Termination of this Agreement pursuant to Section 10.1 hereof shall terminate all obligations of the parties hereunder, except for the obligations under Article IX, Article X, and Sections 11.4, 11.7, 11.14, 11.15 and 11.16 hereof; provided, however, that termination pursuant to paragraphs (b) or (c) of Section 10.1 shall not relieve the defaulting or breaching party or parties from any liability to the other parties hereto.

  • Acceleration of Obligations Declare all Obligations, whether evidenced by this Agreement, by any of the other Loan Documents, or otherwise, including (i) any accrued and unpaid interest, (ii) the amounts which would have otherwise come due under Section 2.3(b)(ii) if the Loans had been voluntarily prepaid, (iii) the unpaid principal balance of the Loans and (iv) all other sums, if any, that shall have become due and payable hereunder, immediately due and payable (provided that upon the occurrence of an Event of Default described in Section 8.12 or 8.13 all Obligations shall become immediately due and payable without any action by Lender);

  • Termination of Existing Agreement The Existing Agreement is hereby terminated and replaced and superseded by this Agreement, effective August 1, 2001. All payments, of Base Salary or otherwise, made by the Company under the Existing Agreement with respect to any period commencing on or after August 1, 2001 shall be credited against the corresponding payment obligations of the Company under this Agreement.

  • Termination of Existing Agreements Any previous employment agreement between Executive on the one hand and Employer or any of Employer’s Affiliates (as hereinafter defined) on the other hand is hereby terminated.

  • Termination and Default Either party, upon determination that the other party has failed or refused to perform or is otherwise in breach of any obligation or provision under this Agreement or the Contract Document, may give written notice of default to the defaulting party in the manner specified for the giving of notices herein. Termination of this Agreement by either party for any reason shall have no effect upon the rights or duties accruing to the parties prior to termination.

  • Acceleration of the Obligations Upon or at any time after the occurrence and during the continuance of an Event of Default, (i) the Revolving Loan Commitments shall, at the option of Agent or Majority Lenders be terminated and/or (ii) Agent or Majority Lenders may declare all or any portion of the Obligations at once due and payable without presentment, demand protest or further notice by Agent or any Lender, and Borrowers shall forthwith pay to Agent, the full amount of such Obligations, provided, that upon the occurrence of an Event of Default specified in subsection 10.1.8 hereof, the Revolving Loan Commitments shall automatically be terminated and all of the Obligations shall become automatically due and payable, in each case without declaration, notice or demand by Agent or any Lender.

  • Mandatory Termination of Commitments The Commitments shall terminate on the Termination Date and any Loans then outstanding (together with accrued interest thereon) shall be due and payable on such date.

  • SUBORDINATION OF AGREEMENT 18.1 The parties hereto and the employees of the City are governed by the provisions of applicable Federal Law, State Law, and the City Charter. When any provisions thereof are in conflict with the provisions of this Agreement, the provisions of said Federal Law, State Law, or City Charter are paramount and shall prevail. 18.2 The parties hereto and the employees of the City are governed by applicable City Ordinances and said Ordinances are paramount except where they conflict with the express provisions of this Agreement.

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