Common use of The Purchase Agreement and Related Agreements Clause in Contracts

The Purchase Agreement and Related Agreements. (i) An Event of Default shall occur under and as defined in (A) the Purchase Agreement or any other Related Agreement, (B) that certain Securities Purchase Agreement dated as of November 30, 2005 (as amended, modified and/or supplemented from time to time, the “November 2005 Purchase Agreement”) by and between the Company and Valens Offshore SPV I, Ltd. (as assignee of Laurus Master Fund, Ltd.) or any other Related Agreement (as defined in the November 2005 Purchase Agreement)(collectively, the “November 2005 Related Agreements”), (C) that certain Securities Purchase Agreement dated as of May 31, 2006 (as amended, modified and/or supplemented from time to time, the “May 2006 Purchase Agreement”) by and between the Company and Valens Offshore SPV I, Ltd. (as assignee of Laurus Master Fund, Ltd.) or any other Related Agreement (as defined in the May 2006 Purchase Agreement)(collectively, the “May 2006 Related Agreements”) and/or (D) that certain Securities Purchase Agreement dated as of September 28, 2007 (as amended, modified and/or supplemented from time to time, the “September 2007 Purchase Agreement” and together with the Purchase Agreement, November 2005 Purchase Agreement and May 2006 Purchase Agreement, collectively, the “Valens Purchase Agreements” and each a “Valens Purchase Agreement”) by and among the Company, the purchasers from time to time party thereto and LV Administrative Services, Inc., as administrative and collateral agent, or any other Related Agreement (as defined in the September 2007 Purchase Agreement)(collectively, the “September 2007 Related Agreements” and together with the Related Agreements, November 2005 Related Agreements and May 2006 Related Agreements, collectively, the “Valens Related Agreements” and each a “Valens Related Agreement”) (ii) the Company or any of its Subsidiaries shall breach any term or provision of any Valens Purchase Agreement or any other Valens Related Agreement in any material respect and such breach, if capable of cure, continues unremedied for a period of fifteen (15) days after the occurrence thereof, (iii) the Company or any of its Subsidiaries attempts to terminate, challenges the validity of, or its liability under, any Valens Purchase Agreement or any other Valens Related Agreement, (iv) any proceeding shall be brought to challenge the validity, binding effect of any Valens Purchase Agreement or any other Valens Related Agreement or (v) any Valens Purchase Agreement or any other Valens Related Agreement ceases to be a valid, binding and enforceable obligation of the Company or any of its Subsidiaries (to the extent such persons or entities are a party thereto);

The Purchase Agreement and Related Agreements. (i) An Event of Default shall occur under and as defined in (A) the Purchase Agreement or any other Related AgreementAgreement (including, (B) that certain Securities Purchase Agreement dated as of November 30, 2005 (as amended, modified and/or supplemented from time to timewithout limitation, the “November 2005 Purchase Agreement”) breach by and between the Company and Valens Offshore SPV I, Ltd. (as assignee any Guarantor of Laurus Master Fund, Ltd.) or any other Related Agreement (as defined in the November 2005 Purchase Agreement)(collectively, the “November 2005 Related Agreements”provision of any Guaranty), (C) that certain Securities Purchase Agreement dated as of May 31, 2006 (as amended, modified and/or supplemented from time to time, the “May 2006 Purchase Agreement”) by and between the Company and Valens Offshore SPV I, Ltd. (as assignee of Laurus Master Fund, Ltd.) or any other Related Agreement (as defined in the May 2006 Purchase Agreement)(collectively, the “May 2006 Related Agreements”) and/or (D) that certain Securities Purchase Agreement dated as of September 28, 2007 (as amended, modified and/or supplemented from time to time, the “September 2007 Purchase Agreement” and together with the Purchase Agreement, November 2005 Purchase Agreement and May 2006 Purchase Agreement, collectively, the “Valens Purchase Agreements” and each a “Valens Purchase Agreement”) by and among the Company, the purchasers from time to time party thereto and LV Administrative Services, Inc., as administrative and collateral agent, or any other Related Agreement (as defined in the September 2007 Purchase Agreement)(collectively, the “September 2007 Related Agreements” and together with the Related Agreements, November 2005 Related Agreements and May 2006 Related Agreements, collectively, the “Valens Related Agreements” and each a “Valens Related Agreement”) (ii) the Company or Company, any of its Subsidiaries or any Guarantor shall breach any term or provision of any Valens the Purchase Agreement or any other Valens Related Agreement in any material respect and such breach, if capable of cure, continues unremedied for a period of fifteen (15) days after the occurrence thereof, (iii) the Company or Company, any of its Subsidiaries or any Guarantor attempts to terminate, challenges the validity of, or its liability under, any Valens the Purchase Agreement or any other Valens Related Agreement, (iv) any proceeding shall be brought to challenge the validity, binding effect of any Valens the Purchase Agreement or any other Valens Related Agreement or Agreement, (v) any Valens the Purchase Agreement or any other Valens Related Agreement ceases to be a valid, binding and enforceable obligation of the Company or Company, any of its Subsidiaries or any Guarantor (to the extent such persons or entities are a party thereto) or (vi) an Event of Default shall occur under and as defined in any one or more of the following documents: (i) the Securities Purchase Agreement dated as of June 30, 2005 by and between the Company and Laurus Master Fund, Ltd. (“Laurus”) (as amended, restated, modified and/or supplemented from time to time, the “June 2005 Securities Purchase Agreement”);, (ii) each Related Agreement referred to in the June 2005 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time, (iii) the Securities Purchase Agreement dated as of September 19, 2005 by and between the Company and Laurus (as amended, restated, modified and/or supplemented from time to time, the “September 2005 Securities Purchase Agreement”), (iv) each Related Agreement referred to in the September 2005 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time, (v) the Securities Purchase Agreement dated as of April 28, 2006 by and between Gulf Coast Oil Corporation (“Gulf Coast”) and Laurus (as amended, restated, modified and/or supplemented from time to time, the “April 2006 Securities Purchase Agreement”), (vi) each Related Agreement referred to in the April 2006 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time, (vii) the Securities Purchase Agreement dated as of June 30, 2006 by and between Gulf Coast and Laurus (as amended, restated, modified and/or supplemented from time to time, the “June 2006 Securities Purchase Agreement”), (viii) each Related Agreement referred to in the June 2006 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time, (ix) the Securities Purchase Agreement dated as of December 28, 2006 by and between the Company and Laurus (as amended, restated, modified and/or supplemented from time to time, the “December 2006 Securities Purchase Agreement”), (x) each Related Agreement referred to in the December 2006 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time, (xi) the Securities Purchase Agreement dated as of November 20, 2007 by and among Gulf Coast, the Agent and the other Creditor Parties (as amended, restated, modified and/or supplemented from time to time, the “November 2007 Securities Purchase Agreement”), and (xii) each Related Agreement referred to in the November 2007 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time.

The Purchase Agreement and Related Agreements. (i) An Event of Default shall occur under and as defined in (A) the Purchase Agreement or any other Related AgreementAgreement (including, (B) that certain Securities Purchase Agreement dated as of November 30, 2005 (as amended, modified and/or supplemented from time to timewithout limitation, the “November 2005 Purchase Agreement”) breach by and between the Company and Valens Offshore SPV I, Ltd. (as assignee any Guarantor of Laurus Master Fund, Ltd.) or any other Related Agreement (as defined in the November 2005 Purchase Agreement)(collectively, the “November 2005 Related Agreements”provision of any Guaranty), (C) that certain Securities Purchase Agreement dated as of May 31, 2006 (as amended, modified and/or supplemented from time to time, the “May 2006 Purchase Agreement”) by and between the Company and Valens Offshore SPV I, Ltd. (as assignee of Laurus Master Fund, Ltd.) or any other Related Agreement (as defined in the May 2006 Purchase Agreement)(collectively, the “May 2006 Related Agreements”) and/or (D) that certain Securities Purchase Agreement dated as of September 28, 2007 (as amended, modified and/or supplemented from time to time, the “September 2007 Purchase Agreement” and together with the Purchase Agreement, November 2005 Purchase Agreement and May 2006 Purchase Agreement, collectively, the “Valens Purchase Agreements” and each a “Valens Purchase Agreement”) by and among the Company, the purchasers from time to time party thereto and LV Administrative Services, Inc., as administrative and collateral agent, or any other Related Agreement (as defined in the September 2007 Purchase Agreement)(collectively, the “September 2007 Related Agreements” and together with the Related Agreements, November 2005 Related Agreements and May 2006 Related Agreements, collectively, the “Valens Related Agreements” and each a “Valens Related Agreement”) (ii) the Company Parent, the Company, any of their Subsidiaries or any of its Subsidiaries Guarantor shall breach any term or provision of any Valens the Purchase Agreement or any other Valens Related Agreement in any material respect and such breach, if capable of cure, continues unremedied for a period of fifteen (15) days after the occurrence thereof, (iii) the Company Parent, the Company, any of their Subsidiaries or any of its Subsidiaries Guarantor attempts to terminate, challenges the validity of, or its liability under, any Valens the Purchase Agreement or any other Valens Related Agreement, (iv) any proceeding shall be brought to challenge the validity, binding effect of any Valens the Purchase Agreement or any other Valens Related Agreement or Agreement, (v) any Valens the Purchase Agreement or any other Valens Related Agreement ceases to be a valid, binding and enforceable obligation of the Company Parent, the Company, any of their Subsidiaries or any of its Subsidiaries Guarantor (to the extent such persons or entities are a party thereto) or (vi) an Event of Default shall occur under and as defined in any one or more of the following documents: (i) the Securities Purchase Agreement dated as of June 30, 2005 by and between the Parent and Laurus Master Fund, Ltd. (“Laurus”) (as amended, restated, modified and/or supplemented from time to time, the “June 2005 Securities Purchase Agreement”);, (ii) each Related Agreement referred to in the June 2005 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time, (iii) the Securities Purchase Agreement dated as of September 19, 2005 by and between the Parent and Laurus (as amended, restated, modified and/or supplemented from time to time, the “September 2005 Securities Purchase Agreement”), (iv) each Related Agreement referred to in the September 2005 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time, (v) the Securities Purchase Agreement dated as of April 28, 2006 by and between the Company and Laurus (as amended, restated, modified and/or supplemented from time to time, the “April 2006 Securities Purchase Agreement”), (vi) each Related Agreement referred to in the April 2006 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time, (vii) the Securities Purchase Agreement dated as of June 30, 2006 by and between the Company and Laurus (as amended, restated, modified and/or supplemented from time to time, the “June 2006 Securities Purchase Agreement”), (viii) each Related Agreement referred to in the June 2006 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time, (ix) the Securities Purchase Agreement dated as of December 28, 2006 by and between the Parent and Laurus (as amended, restated, modified and/or supplemented from time to time, the “December 2006 Securities Purchase Agreement”) and (x) each Related Agreement referred to in the December 2006 Securities Purchase Agreement, as each may be amended, restated, modified and/or supplemented from time to time.

The Purchase Agreement and Related Agreements. (i) An Event of Default shall occur under and as defined in (A) the Purchase Agreement or any other Related Agreement, (B) that certain Securities Purchase Agreement dated as of November 30, 2005 (as amended, modified and/or supplemented from time to time, the “November 2005 Purchase Agreement”) by and between the Company and Valens Offshore SPV I, Ltd. (as assignee of Laurus Master Fund, Ltd.) (as amended, modified or supplemented from time to time, the “November 2005 Purchase Agreement”) or any other Related Agreement (as defined in the November 2005 Purchase Agreement)(collectively, the “November 2005 Related Agreements”), (C) that certain Securities Purchase Agreement dated as of May 31, 2006 (as amended, modified and/or supplemented from time to time, the “May 2006 Purchase Agreement”) by and between the Company and Valens Offshore SPV I, Ltd. (as assignee of Laurus Master Fund, Ltd.) or any other Related Agreement (as defined in the May 2006 Purchase Agreement)(collectively, the “May 2006 Related Agreements”) ), and/or (D) that that certain Securities Purchase Agreement dated as of September 28, 2007 the date hereof (as amended, modified and/or supplemented from time to time, the “September 2007 May 2008 Purchase Agreement” and together with the Purchase Agreement, November 2005 Purchase Agreement and May 2006 Purchase Agreement, collectively, the “Valens Purchase Agreements” and each a “Valens Purchase Agreement”) by and among the Company, the purchasers from time to time party thereto and LV Administrative Services, Inc., as administrative and collateral agent, or any other Related Agreement (as defined in the September 2007 May 2008 Purchase Agreement)(collectively, the “September 2007 May 2008 Related Agreements” and together with the Related Agreements, November 2005 Related Agreements and May 2006 Related Agreements, collectively, the “Valens Related Agreements” and each a “Valens Related Agreement”) ), (ii) the Company or any of its Subsidiaries shall breach any term or provision of any Valens Purchase Agreement or any other Valens Related Agreement in any material respect and such breach, if capable of cure, continues unremedied for a period of fifteen (15) days after the occurrence thereof, (iii) the Company or any of its Subsidiaries attempts to terminate, challenges the validity of, or its liability under, any Valens Purchase Agreement or any other Valens Related Agreement, (iv) any proceeding shall be brought to challenge the validity, binding effect of any Valens Purchase Agreement or any other Valens Related Agreement or (v) any Valens Purchase Agreement or any other Valens Related Agreement ceases to be a valid, binding and enforceable obligation of the Company or any of its Subsidiaries (to the extent such persons or entities are a party thereto);

The Purchase Agreement and Related Agreements. (i) An Event of Default shall occur under and as defined in (A) the Purchase Agreement or any other Related Agreement, (B) that certain Securities Purchase Agreement dated as of November 30, 2005 between the Borrower and the Holder (as assignee of Laurus Master Fund, Ltd.) (as amended, modified and/or or supplemented from time to time, the “November 2005 Purchase Agreement”) by and between the Company and Valens Offshore SPV I, Ltd. (as assignee of Laurus Master Fund, Ltd.) or any other Related Agreement (as defined in the November 2005 Purchase Agreement)(collectively, the “November 2005 Related Agreements”), (C) that certain Securities Purchase Agreement dated as of May 31, 2006 (as amended, modified and/or supplemented from time to time, the “May 2006 Purchase Agreement”) by and between the Company and Valens Offshore SPV I, Ltd. Holder (as assignee of Laurus Master Fund, Ltd.) or any other Related Agreement (as defined in the May 2006 Purchase Agreement)(collectively, the “May 2006 Related Agreements”) ), and/or (D) that that certain Securities Purchase Agreement dated as of September 28, 2007 the date hereof (as amended, modified and/or supplemented from time to time, the “September 2007 May 2008 Purchase Agreement” and together with the Purchase Agreement, November 2005 Purchase Agreement and May 2006 Purchase Agreement, collectively, the “Valens Purchase Agreements” and each a “Valens Purchase Agreement”) by and among the Company, the purchasers from time to time party thereto and LV Administrative Services, Inc., as administrative and collateral agent, or any other Related Agreement (as defined in the September 2007 May 2008 Purchase Agreement)(collectively, the “September 2007 May 2008 Related Agreements” and together with the Related Agreements, November 2005 Related Agreements and May 2006 Related Agreements, collectively, the “Valens Related Agreements” and each a “Valens Related Agreement”) ), (ii) the Company or any of its Subsidiaries shall breach any term or provision of any Valens Purchase Agreement or any other Valens Related Agreement in any material respect and such breach, if capable of cure, continues unremedied for a period of fifteen (15) days after the occurrence thereof, (iii) the Company or any of its Subsidiaries attempts to terminate, challenges the validity of, or its liability under, any Valens Purchase Agreement or any other Valens Related Agreement, (iv) any proceeding shall be brought to challenge the validity, binding effect of any Valens Purchase Agreement or any other Valens Related Agreement or (v) any Valens Purchase Agreement or any other Valens Related Agreement ceases to be a valid, binding and enforceable obligation of the Company or any of its Subsidiaries (to the extent such persons or entities are a party thereto);