Put Default definition

Put Default shall occur if at any time (i) the Company fails to comply on a timely basis with the dividend payment provisions of the Shares, but only if no GECC Default has occurred and remains continuing or results therefrom; (ii) there is a Guaranty Default; (iii) the Company fails to make eight quarterly dividend payments in respect of the Shares (whether in consecutive calendar quarters or not), even if UWG receives any payment in respect thereto, (iv) the Company defaults under any agreement relating to any financial support provided by UWG or any of its Subsidiaries to the Company and such default continues for thirty (30) calendar days after written notice of such default is given to the Company by UWG; (v) there is any other breach of the Company’s representations, warranties, covenants and agreements in the Exchange Agreement, the Supply Agreement or any other contractual relationship between the Company and UWG or any of its subsidiaries which entitles UWG to demand the early payments of amounts due thereunder or to otherwise exercise significant remedial actions thereunder; (vi) there is an Annual Put Default; or (vii) there is a Change of Control or an IPO. Upon the occurrence of a Put Default, UWG (at its option) may require the Company to purchase any or all Shares which UWG may then hold at the Series A Put Price (the “Default Put Right”).

Put Default has the meaning set forth in Section 1.2.

Put Default has the meaning set forth in Section 6.4 hereof.

Examples of Put Default in a sentence

• In the event the Company properly exercises its right to give a Put Notice as described in the Subscription Agreement and one or more Subscribers to the Initial Offering (as defined in the Subscription Agreement) do not comply with their agreement to purchase Put Notes (as defined in the Subscription Agreement) (a "Put Default"), then the number of shares of Common Stock issuable upon exercise of this Warrant shall be reduced.

• Under no circumstances and in no event will the Warrant Holder be required to return to the Company or forfeit any Common Shares received or receivable upon exercise of this Warrant and compliance by the Warrant Holder with the exercise procedure set forth in this Warrant provided such exercise and compliance occurs prior to a Put Default, whether or not the Company has or has not, at the time of such Put Default, issued the Common Stock issuable upon exercise of this Warrant.

• There shall be no reduction in the amount of Common Shares issuable upon exercise of this Warrant under the provisions of this Section 1.4 unless and until the occurrence of a Put Default.

• Upon each occurrence of a Put Default, the number of shares of Common Stock issuable upon exercise of this Warrant shall be: the maximum purchasable number of shares of Common Stock as set forth above multiplied by a fraction, the numerator of which is the amount of Put Purchase Price in relation to which a Put Default has not occurred, and the denominator of which is 3,500,000.

• Upon the occurrence of a Put Default, UWG (at its option) may require the Company to purchase any or all Shares which UWG may then hold at the Series A Put Price (the “Default Put Right”).

More Definitions of Put Default

Put Default means, with respect to a Stockholder who has properly and validly exercised its Put Option under a Put Agreement, a failure by the Put Party under such Put Agreement to satisfy its obligations under such Put Agreement to purchase the securities as to which the Put Option has been exercised within the time period specified for such purchase in the Put Agreement after the Stockholder has tendered delivery of such securities to the Put Party in accordance with the terms of the Put Agreement; provided, however, solely for purposes of Section 2.1, the failure of Charter Holding Company to purchase securities pursuant to the Capped Ownership Put Option of the TCI Put Agreement shall not constitute a "Put Default."

Put Default shall have the meaning set forth in Section 12 hereof.

Put Default shall have the meaning set forth in Section 10 hereof.

Put Default is defined in Section 3.2(b)(iv).

Put Default means the failure of the parties hereto to consummate the transactions contemplated by SECTION 9.5(a) hereof.

Put Default means the failure of Charter Mac Corporation to purchase any or all of the Units and warrants as required and in accordance with Section 4 of the Warrant Agreement.

Put Default has the meaning set forth in Section 9 above.