Shortfall Event definition

Shortfall Event means any of: --------------- (A) The occurrence of an event which with or without notice or the passage of time or both would constitute a Forbearance Termination Event (as defined under the applicable Forbearance Agreement) under any of the Forbearance Agreements (defined below) that is curable by the payment of cash to the applicable forbearing party or through the infusion of cash into the Company; (B) the occurrence of an event which with or without notice or the passage of time or both would constitute a breach or event of default under (1) any of the Key Agreements and Instruments (defined below) (including, without limitation, the Amended Loan Agreement) or any of the Material Contracts (defined below), (2) any material agreement by which the Company has received a license with respect to Intellectual Property, or (3) any real property lease, provided, such breach or event of default is curable by the payment of cash to the other party under the applicable agreement, license or lease; (C) the failure by the Company to pay any account payable which is due and owing within ninety (90) days of its applicable due date, except as to any account payable being disputed by the Company in good faith and as to which the Company's chief financial officer or principal accounting officer has delivered to LV a certificate certifying to the dispute and the facts giving rise to the dispute; (D) any litigation against the Company exists in which the adverse party may attach a lien against a material part of the Company's assets or is seeking to enjoin the Company from using any material asset, excluding any litigation listed on Schedule 3.13 or in which the Company has received an ------------- opinion from its counsel that a judgment in favor of the Company is more likely than not; (E) the failure by the Company during the Additional Option Period to maintain an excess of Current Assets over Current Liabilities at or above the amount shown (or derived/1/) for the corresponding week or quarter, as applicable, on the "xxxxxxxxxxx.xxx BASE CASE Cash Source & Use Forecast 2001 (Jun 18 to Dec 31) 7/27/01 12:00 AM" delivered by the Company to the Landmark Parties by e-mail dated July 27, 2001 (the "Base Forecast");/2/ ------------- (F) the failure by the Company during the Additional Option Period to maintain an excess of Current Assets over Total Liabilities at or above the amount shown for the corresponding week or quarter, as applicable, on the Base Forecast; or (G) ...

Shortfall Event shall have the meaning set forth in Section 2.4(c). ---------------

Shortfall Event has the meaning set forth in Section 2.3(d).

Examples of Shortfall Event in a sentence

• Upon the occurrence of a Shortfall Event of Default specified in Section 5.01(e), the principal of, and the interest on, the Notes at the time outstanding, and all other amounts owed to BCC under this Agreement and any of the other Transaction Documents, shall become automatically due and payable without presentment, demand, protest, or other notice of any kind all of which are expressly waived, anything in this Agreement or the other Transaction Documents to the contrary notwithstanding.

• The closing of the repurchase of such Shares shall be held (a) not earlier than five (5) days nor later than thirty (30) days after delivery of the Repurchase Notice if such repurchase is being made in connection with a Bonus Shortfall Event or (b) not earlier than five (5) days nor later than thirty (30) days after determination of the Common Equity Value if such repurchase is being made in connection with a Termination of Employment (other than a Termination of Employment prior to the Bonus Date).

• The Company's repurchase rights under Section 3.1 shall be exercisable at any time within ninety (90) days following the Termination of Employment or the Bonus Shortfall Event (as applicable) by notice to the Stockholder (the "Repurchase Notice").

• If and when the Equalized Value of the Property as of any January 1 is equal to or greater than the Guarantied Value: (i) the Default related to non-compliance with the Guarantied Value requirement shall be deemed cured, (ii) no further January 1 assessment valuations shall occur or be required, and (iii) no Tax Increment Shortfall payment obligation shall be incurred for such year or any year thereafter, unless a new Shortfall Event occurs.

• If a Tax Increment Shortfall is owed to the City, then unless and until the Equalized Value of the Property increases to at least the Guarantied Value, for each January 1 following a Shortfall Event, that the Equalized Value of the Property is less than the Guarantied Value, Developer shall pay to the City an amount equal to the Tax Increment Shortfall for such calendar year.

More Definitions of Shortfall Event

Shortfall Event means either a Liquidity Shortfall or a Performance Shortfall has occurred.

Shortfall Event means, in relation to any Cash Settlement Date, that the Adjusted Cash Settlement Amount is equal to or greater than the liquidation proceeds (or the amount which will be equal to the liquidation proceeds) of the aggregate principal amount (or, as the case may be, due and payable amount) of the Underlying Assets outstanding on the relevant Cash Settlement Date.

Shortfall Event has the meaning assigned to such term in Section 2.09(b).

Shortfall Event. Section 4.1(a)(i)

Shortfall Event means the face value of the Underlying Assets is less than the Adjusted Cash Settlement Amount at any time.

Shortfall Event means either a Liquidity Shortfall or a Performance Shortfall has occurred. “Subordinated Notes” has the meaning specified in Section 2.06.

Shortfall Event shall be deemed to have occurred: