Xxxxxx Default. Any default by Sivla in the purchasing of media on behalf of Client, or party failure by Sivla to fulfill any other provisions of this Agreement shall entitle Client, at its sole option, to terminate this Agreement upon ten (10) days notice in accordance with Section 9, below. Notwithstanding any provision hereof to the contrary, Sivla shall be obligated in the event of such termination to return all shares issued to it or its designees for which Advertising Media have not been booked hereunder and subject to verification under Section 4.g. hereof.
Xxxxxx Default. (a) Each of the following shall constitute an "Xxxxxx Event of Default":
(i) If Xxxxxx shall default in the performance of any of its obligations under this Agreement, including the payment when due of any undisputed amounts due and owing under this Agreement, and Xxxxxx shall fail to cure such default within five (5) days after receiving written notice from Fuel Manager.
(ii) Default occurs under either of the Xxxxxx Guaranties;
(iii) Liquidation (not as defined in this Agreement), dissolution, receivership, insolvency, bankruptcy, assignment for the benefit of creditors, reorganization, arrangement, composition or readjustment or other similar proceeding affecting the status, composition, identity, existence, assets or obligations of Xxxxxx or an Xxxxxx Guarantor, or the disaffirmance or termination of any of Elwood's or an Xxxxxx Guarantor's covenants or obligations under this Agreement or an Xxxxxx Guaranty in or as a result of any such proceeding.; and
(iv) Any representation or warranty made by Xxxxxx or an Xxxxxx Guarantor herein, or in the Xxxxxx Guaranties, as applicable, should prove to be materially untrue or breached as of the date this Term of this Agreement commences.
(b) Upon the occurrence of an Xxxxxx Event of Default, Fuel Manager shall have the right, upon seven (7) days notice to Xxxxxx, to do any or all of the following: (i) terminate this Agreement; (ii) terminate the Agency granted to Fuel Manager pursuant to Section 8.1 hereof; and (iii) exercise all other rights and remedies available at law or in equity including, without limitation the right to recover from Xxxxxx any future amounts due under Section 5.1(g) for any future months remaining in the term as if this Agreement had not been terminated pursuant to this Section. If Fuel Manager terminates this Agreement pursuant to clause (i) above, then Fuel Manager shall use its reasonable efforts to minimize the costs associated with unwinding Purchase Agreements; provided, however, that Fuel Manager shall not, without the consent of Xxxxxx, unwind or terminate any such Purchase Agreements entered into by Fuel Manager pursuant to Article VIII with respect to which Elwood has financial exposure. In addition, in the event of such termination, Xxxxxx shall reimburse Fuel Manager for all costs incurred by Fuel Manager to unwind any and all agreements entered into by Fuel Manager pursuant to Article VIII.
Xxxxxx Default. Lessor shall be deemed in breach of this Lease if: a) in the event of any monetary breach of this Lease by Lessor, County shall notify Lessor in writing of such breach, and Lessor shall have ten (10) days from such notice in which to cure said breach or b) in the event of any non-monetary breach of this Lease, Lessor fails within fifteen (15) days after receipt by Lessor of written notice specifying wherein such obligation of Lessor has not been performed; provided however, that if the nature of Lessor's obligation is such that more than fifteen (15) days after such notice are reasonably required for its performance, then Lessor shall not be in breach of this Lease if performance is commenced as soon as reasonably possible within such fifteen (15) day period and thereafter diligently pursued to completion (each, a “Lessor Default”).
Xxxxxx Default. If Lessor fails to perform any of the covenants, provisions or conditions in this Lease to be performed by Lessor, and if such failure continues for 30 days after Lessor receives written notice of default (or if more than 30 days is required because of the nature of the default, if Lessor fails to commence the curing of such default within the 30 day period and fails to proceed diligently to completion), then Lessor shall be responsible to Lessee for any actual damages sustained by Lessee as a result of Lessor’s breach, but not special or consequential damages. Lessee shall have no right to terminate this Lease, except as expressly provided elsewhere in this Lease.
Xxxxxx Default. Xxxxx will be in default if Xxxxx (i) becomes insolvent or fails to pay its debts when due; (ii) makes an assignment for the benefit of creditors, or seeks relief under any bankruptcy law or similar law for the protection of debtors, or suffers a bankruptcy petition to be filed against it or a receiver or trustee appointed for substantially all of its assets, and the same is not removed within thirty (30) days; (iii) breaches any material term, covenant or condition of this Agreement; (iv) any material representation or warranty made by Xxxxx hereunder proves to be inaccurate; or (v) attempts to make any assignment or transfer of this Agreement without first obtaining Spyglass's consent as required by paragraph 23, below. Notwithstanding anything to the contrary contained herein, a default by Xxxxx that is applicable to Picture shall not be deemed a default as to any other Picture, and no default hereunder by Xxxxx with respect to a Picture shall in any way relieve Spyglass of its obligations hereunder with respect to any other Picture; provided, however, that nothing contained herein shall obligate Spyglass to continue to deliver Pictures hereunder for which Xxxxx has not yet paid any portion of the Minimum Guarantee for such Picture after an event of default by Xxxxx.
Xxxxxx Default. 44 ARTICLE VIII ACCELERATION, WAIVERS, AMENDMENTS AND REMEDIES
Xxxxxx Default. There shall occur a "Default" under the Xxxxxx Credit Agreement.
Xxxxxx Default. 14 16. REMEDIES ............................................................. 14 a. Section 1951.4 Remedy ............................................. 15
Xxxxxx Default. Lessor shall not be deemed in breach of this Lease unless Lessor fails within a reasonable time to perform an obligation required to be performed by Xxxxxx. For purposes of this paragraph 15.b., a reasonable time shall in no event be less than thirty (30) days after receipt by Lessor, and by the holders of any ground lease, mortgage or deed of trust covering the Premises, of written notice specifying wherein such obligation of Lessor has not been performed; provided, however, that if the nature of Lessor's obligation is such that more than thirty (30) days after such notice are reasonably required for its performance, then Lessor shall not be in breach of this Lease if performance is commenced within such thirty (30) day period and thereafter diligently pursued to completion.
Xxxxxx Default. Any default by Sivla in the provision of media contracted for or in the payment to others for services contracted on behalf of Client including but not limited to advertising of any sort, or any failure by Sivla to fulfill any other provisions of this Agreement shall entitle Client, at its sole option, to terminate this Agreement upon ten (10) days notice in accordance with Section 9, below. Notwithstanding any provision hereof to the contrary, Sivla shall be obligated in the event of such termination to return all shares issued to it or its designees for which advertising, public relations and media services have not been booked hereunder and as subject to verification under Section 41 hereof.