Parent Default definition

Parent Default has the meaning set forth in Section 7.01.

Parent Default means the occurrence and continuance of any event of default under: (a) the Senior Secured Indebtedness (under the Parent Credit Agreement, or otherwise); or (b) the Senior Secured Note Documents (as defined in the Parent Credit Agreement).

Parent Default means the occurrence of any of the following: (a) a breach by Parent of its obligation to transfer Transferred Assets to the Borrower pursuant to Sections 1 of the Master License, (b) a breach by Parent of any other obligation in the Master License or Master Assignment Agreement which could reasonably be expected to result in a Material Adverse Effect or (c) any representation or warranty made or deemed made by or on behalf of Parent in the Master License or Master Assignment Agreement or any amendment or supplement thereto or in any report, certificate, or other document furnished pursuant to or in connection with any of the foregoing shall prove to have been incorrect in any material respect when made or deemed made.

Examples of Parent Default in a sentence

• The Senior Parent Finance Parties may take Enforcement Action under Clause 6.9 (Permitted Senior Parent enforcement) in relation to a Relevant Senior Parent Default even if, at the end of any relevant Senior Parent Standstill Period or at any later time, a further Senior Parent Standstill Period has begun as a result of any other Senior Parent Event of Default.

• In the event of a Parent Default, Target shall promptly deliver to the Company a written notice of such Parent Default (“Default Notice”).

• In the event of a Parent Default (as such term is defined in the Merger Agreement), the parties agree and acknowledge that the Target shall have the right and option (the “Option”), but not the obligation, to repurchase all of the Securities from the Company for the sum of $.001 per share of Series E Preferred Stock (the “Exercise Price”).

• The examination liability for the captioned items of $0 is the same as reported by the Company as of December 31, 2014.

• There shall not exist on the Closing Date any Default or Parent Default or any event or condition, that with the giving of notice or lapse of time, or both, would constitute a Default or Parent Default, and since the Parent Balance Sheet Date, there shall have been no Parent Material Adverse Effect.

More Definitions of Parent Default

Parent Default set forth in Section 1.1 of the Loan Agreement is hereby amended and restated in its entirety to read as follows:

Parent Default the declaration or making by Parent of any Distribution, or the making by Parent of any Restricted Investment or any payment (whether voluntary or mandatory, or a prepayment, redemption, retirement, defeasance or acquisition) with respect to any Borrowed Money in respect of the TOKIN-SMTB Loans, which, in each case, would result in an Event of Default if such Distribution was declared or made, or such Restricted Investment or payment of Borrowed Money was to be made, by any Borrower.”

Parent Default means a default or failure in the due observance or performance of any covenant, condition or agreement on the part of the Parent or Acquisition Corp. to be observed or performed under the terms of the Merger Documents to which it is a party, if such default or failure in performance shall remain un-remedied for five (5) days.

Parent Default means (i) the breach by Parent, Buyer or any of their respective Affiliates of any obligations under this Agreement or any of the agreements entered into in connection herewith or contemplated hereby or (ii) the failure of Parent and Buyer to work together with the Members in good faith, exercising Parent and Buyer’s commercially reasonable best efforts, to promote the Company’s obtaining a timely extension of the Conditional Approval and/or a permanent Permit to operate the Business from the Board of Pharmacy.

Parent Default means the failure of the Parent (for any reason whatsoever) to redeem all of the then-outstanding Preferred Shares on the Applicable Redemption Date and pay in full the Applicable Redemption Price on or prior to such date in accordance with the provisions of the Certificate of Designation.

Parent Default means a Default as such term is defined in the Parent Credit Agreement.

Parent Default the declaration or making by Parent of any Distribution, or the making by Parent of any Restricted Investment or any payment (whether voluntary or mandatory, or a prepayment, redemption, retirement, defeasance or acquisition) with respect to any Borrowed Money evidenced by the Senior Notes prior to its due date under the Senior Notes Documents, which, in each case, would result in an Event of Default if such Distribution was declared or made, or such Restricted Investment or payment of Borrowed Money was to be made, by any Borrower.”