Grouped Into 66 Collections of Similar Clauses From Business Contracts
This page contains Default clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Default. Any other provisions of this Lease notwithstanding, it shall be a Tenant event of default ("Event of Default") under this Lease if: (i) Tenant fails to pay any installment of Fixed Rent, Additional Rent or other sum payable by Tenant hereunder when due and such failure continues for a Page 15 period of seven (7) days after written notice from Landlord to Tenant of such late payment; or (ii) Tenant fails to perform or observe any other covenant, condition or agreement of this Lease and such failu...re continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days; provided, if the nature of Tenant's failure is such that more than thirty (30) days are reasonably required in order to cure, Tenant shall not be in default if Tenant commences to cure such failure within such thirty (30) days period, diligently pursues the cure to completion, and thereafter completes the cure within ninety (90) days after said notice; or (iii) Tenant uses or occupies the Premises other than as permitted hereunder; or (iv) Tenant abandons the Premises without Landlord's prior written consent (provided that Tenant shall not be deemed to have abandoned the Premises, even if Tenant has vacated the Premises, if Tenant complies with its maintenance, insurance and other obligations set forth in this Lease), or Tenant removes or attempts to remove or manifests an intention to remove any or all of Tenant's Personal Property from the Premises other than in the ordinary and usual course of business; or (v) Tenant files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy or insolvency law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents to or acquiesces in the filing thereof; or (vi) if Tenant is a banking organization, Tenant files an application for protection, voluntary liquidation or dissolution applicable to banking organizations; or (vii) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant's Personal Property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after the appointment thereof, or Tenant consents to or acquiesces in the appointment thereof; or (viii) Tenant shall make an assignment of Tenant's lease obligations for the benefit of or enter into an agreement with its creditors. The grace period provision in clause (i) above and the notice and grace period provision in clause (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (viii) above.View More
Default. Any other provisions of in this Lease notwithstanding, it shall be a Tenant event of default ("Event of Default") under this Lease if: (i) Tenant fails more than twice in any twelve (12) month period to pay any installment of Fixed Rent, Additional Rent or other sum payable by Tenant hereunder when due and such failure continues for a Page 15 period of seven (7) days after written notice from given by or on behalf of Landlord to Tenant of such late payment; for more than ten (10) days after its ...due date; or (ii) Tenant fails to perform or observe any other covenant, condition or agreement of this Lease and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days; provided, if the nature of Tenant's failure is such that more than thirty (30) days are reasonably required in order to cure, Tenant shall not be in default if Tenant commences to cure such failure within such thirty (30) days period, diligently pursues the cure to completion, and thereafter completes the cure within ninety (90) days after said notice; or (iii) Tenant uses or occupies the Page 27 Premises other than as permitted hereunder; or (iv) Tenant violates Sections 14, 18, 23, 24 or 37 of this Lease; or (v) Tenant abandons or vacates the Premises without Landlord's prior written consent (provided that Tenant shall not be deemed to have abandoned the Premises, even if Tenant has vacated the Premises, if Tenant complies with its maintenance, insurance and other obligations set forth in this Lease), consent, or Tenant removes or attempts to remove or manifests an intention to remove any or all of Tenant's Personal Property property from the Premises other than in the ordinary and usual course of business; or (v) (vi) Tenant files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United Unites States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy or insolvency law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents to or acquiesces in the filing thereof; or (vi) (vii) if Tenant is a banking organization, Tenant files an application for protection, voluntary liquidation or dissolution applicable to banking organizations; or (vii) (viii) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant's Personal Property property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after the appointment thereof, or Tenant consents to or acquiesces in the appointment thereof; or (viii) (ix) Tenant shall generally not pay Tenant's debts as such debts become due, or shall admit in writing its inability to pay its debts as they become due, or shall make an assignment of Tenant's lease obligations for the benefit of or enter into an agreement with its creditors. creditors; or (x) any of the circumstances set forth in clauses (vi), (viii) or (ix) occurs as to any guarantor or surety of Tenant's performance under this Lease (a "Guarantor"), or such Guarantor defaults under or is in breach of any provision under its guaranty or suretyship agreement; or (xi) Landlord shall determine that any financial or other information provided to Landlord by or on behalf of Tenant or Guarantor shall be or have been materially false or misleading; or (xii) there is committed by Tenant any other act or omission which is stated in this Lease to be an Event of Default. The grace period provision in clause (i) above and the notice and grace period provision provisions in clause clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (viii) (xii) above. View More
Default. In addition to the termination rights set forth in Section 12, the non-defaulting party shall have the right to terminate this Lease immediately (without prejudice to any other rights that such party may have) upon written notice to the defaulting party in the event of any one or more of the following events of default: (i) failure of the defaulting party to make payments due hereunder within ten (10) days following notice from the non-defaulting party that such payment was not timely made when ...due; (ii) except as provided in Section 11(iii)—(vii), violation or default of any material term, obligation or condition of a non-monetary nature set forth in this Lease, together with a failure to cure within ten (10) days after receipt of written notice of such violation; (iii) if Lessee operates or maintains the Aircraft in violation of any law, regulation, directive or order of any governmental authority or in violation of any provision of any insurance policy contemplated by this Lease, unless such violation can reasonably be cured, in which case Lessee shall have failed to cure such violation within ten (10) days after receipt of written notice thereof; (iv) if any representation or warranty made in this Lease by a party is or becomes false, misleading or incorrect in any material respect; (v) lapse of insurance coverage required to be kept in force hereunder; (vi) if a party shall make a general assignment for the benefit of creditors, or be declared insolvent or bankrupt under any bankruptcy, insolvency or other similar law, or commence a voluntary proceeding seeking liquidation, reorganization or other relief under any such law or seeking the appointment of a receiver or liquidator over any substantial portion of its respective assets; or (vii) assignment by a party of this Lease, except as permitted under Section 22, or any right or interest created hereunder without the prior written consent of the other party.View More
Default. In addition to the termination rights set forth in Section 12, the non-defaulting party shall have the right to terminate this Lease immediately (without prejudice to any other rights that such party may have) upon written notice to the defaulting party in the event of any one or more of the following events of default: (i) failure of the defaulting party to make payments due hereunder within ten (10) days following notice from the non-defaulting party that such payment was not timely made when ...due; (ii) except as provided in Section 11(iii)—(vii), 11(iii) - (vii), violation or default of any material term, obligation or condition of a non-monetary nature set forth in this Lease, together with a failure to cure within ten (10) days after receipt of written notice of such violation; (iii) if Lessee operates or maintains the Aircraft in violation of any law, regulation, directive or order of any governmental authority or in violation of any provision of any insurance policy contemplated by this Lease, unless such violation can reasonably be cured, in which case Lessee shall have failed to cure such violation within ten (10) days after receipt of written notice thereof; (iv) if any representation or warranty made in this Lease by a party is or becomes false, misleading or incorrect in any material respect; (v) lapse of insurance coverage required to be kept in force hereunder; (vi) if a party shall make a general assignment for the benefit of creditors, or be declared insolvent or bankrupt under any bankruptcy, insolvency or other similar law, or commence a voluntary proceeding seeking liquidation, reorganization or other relief under any such law or seeking the appointment of a receiver or liquidator over any substantial portion of its respective assets; or (vii) assignment by a party of this Lease, except as permitted under Section 22, or any right or interest created hereunder without the prior written consent of the other party. party; (viii) Lessee incurs, causes, permits, consents to, or there arises due to Lessee's actions or failure to act, the creation, attachment, filing or registration of any lien, mortgage, security interest or other charge or encumbrance or claim or right of others against the Aircraft, other than the creation and attachment of statutory liens for operating costs related to Lessee Flights that arise in the ordinary course of business and that are not perfected by filing or registration against the Aircraft or the lienor asserting or retaining possession of or seizing or arresting the Aircraft. 5 12. Term. The term of this Lease (including as it may be extended pursuant to the terms hereof, the "Term") shall commence on the date hereof and, unless terminated in accordance with the provisions hereof, shall remain in full force and effect for an initial term ending on June 30, 2019 and thereafter shall automatically renew for successive one-year terms unless either party provides written notice not less than 30 days prior to the expiration of the current term. Notwithstanding the foregoing, (a) Lessor shall have the right to terminate this Lease immediately upon termination of the (x) G550 Time Sharing Agreement or (y) any underlying lease of the Aircraft, and (b) either party shall have the right to terminate this Lease (i) upon breach of the terms of this Lease by the other party as provided in Section 11, or (ii) for any reason or no reason by written notice given to the other party not less than ten (10) days prior to the proposed termination date. View More
Default. If any of the events specified below shall occur (each, an "Investor Note Default") Company may declare the unpaid principal balance under this Note, together with all accrued and unpaid interest thereon, fees incurred or other amounts owing hereunder immediately due and payable, by notice in writing to Investor. If any default, other than a Payment Default (as defined below), is curable, then the default may be cured (and no Investor Note Default will have occurred) if Investor, after receiving... written notice from Company demanding cure of such default, either (i) cures the default within fifteen (15) days of the receipt of such notice, or (ii) if the cure requires more than fifteen (15) days, immediately initiates steps that Company deems in Company's reasonable discretion to be sufficient to cure the default and thereafter diligently continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical. Each of the following events shall constitute an Investor Note Default: 7.1. Failure to Pay. Investor's failure to make any payment when due and payable under this Note (a "Payment Default"); 7.2. Breaches of Covenants. Investor's failure to observe or perform any other covenant, obligation, condition or agreement contained in this Note; 7.3. Representations and Warranties. If any representation, warranty, certificate, or other statement (financial or otherwise) made or furnished by or on behalf of Investor to Company in writing in connection with this Note or any of the other Transaction Documents, or as an inducement to Company to enter into the Purchase Agreement, shall be false or misleading in any material respect when made or furnished; and 7.4. Involuntary Bankruptcy. If any involuntary petition is filed under any bankruptcy or similar law or rule against Investor, and such petition is not dismissed within sixty (60) days, or a receiver, trustee, liquidator, assignee, custodian, sequestrator or other similar official is appointed to take possession of any of the assets or properties of Investor.View More
Default. If any of the events specified below shall occur (each, an "Investor Note "Event of Default") Company the Lender may declare the unpaid principal balance under this Note, together with all accrued and unpaid interest thereon, fees incurred or other amounts owing hereunder immediately due and payable, by notice in writing to Investor. the Borrower. If any default, other than a Payment Default (as defined below), is curable, then the default may be cured (and no Investor Note Event of Default will... have occurred) if Investor, the Borrower, after receiving written notice from Company the Lender demanding cure of such default, either (i) (a) cures the default within fifteen (15) days of the receipt of such notice, or (ii) (b) if the cure requires more than fifteen (15) days, immediately initiates steps that Company the Lender deems in Company's the Lender's reasonable discretion to be sufficient to cure the default and thereafter diligently continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical. Each of the following events shall constitute an Investor Note Event of Default: 7.1. Failure to Pay. Investor's The Borrower's failure to make any payment when due and payable under this Note (a "Payment Default"); 7.2. Breaches of Covenants. Investor's The Borrower's failure to observe or perform any other covenant, obligation, condition or agreement contained in this Note; 7.3. Representations and Warranties. If any representation, warranty, certificate, or other statement (financial or otherwise) made or furnished by or on behalf of Investor the Borrower to Company the Lender in writing in connection with this Note or any of the other Transaction Documents, or as an inducement to Company the Lender to enter into the Purchase Agreement, shall be false false, incorrect, incomplete or misleading in any material respect when made or furnished; and 7.4. Involuntary Bankruptcy. If any involuntary petition is filed under any bankruptcy or similar law or rule against Investor, the Borrower, and such petition is not dismissed within sixty (60) days, or a receiver, trustee, liquidator, assignee, custodian, sequestrator or other similar official is appointed to take possession of any of the assets or properties of Investor. the Borrower or any guarantor. View More
Default. The following events shall each be an "Event of Default" under this Note: A. Bankruptcy or insolvency of Borrower; B. Borrower's failure to pay any of the Principal Amount due under this Note on the date the same becomes due and payable, or any accrued interest or other amounts due under this Note after the same becomes due and payable; and C. Breach of any material covenant or agreement contained in this Note and such breach remains uncured for a period of 15 days after written notice hereof is... received by Borrower from Lender. Upon the occurrence of an Event of Default, the unpaid Principal Amount, all unpaid accrued interest thereon and all other amounts owing hereunder may, at the option of Lender, become immediately due and payable to Lender, provided, however, that upon the occurrence of an Event of Default described in this Section 4, all indebtedness of Borrower to Lender shall become immediately due and payable without any action of Lender. Effective upon an Event of Default that is not cured for a period of 30 days after such Event of Default, the interest rate on this Note shall increase to 5% per annum in excess of the Stated Interest Rate.View More
Default. The following events shall each be an "Event of Default" under this Note: A. Bankruptcy or insolvency of Borrower; B. Borrower's failure to pay any of the Principal Amount due under this Note on the date the same becomes due and payable, or any accrued interest or other amounts due under this Note after the same becomes due and payable; and C. Breach of any material covenant or agreement contained in this Note and such breach remains uncured for a period of 15 days after written notice hereof is... received by Borrower from Lender. Holder. Upon the occurrence of an Event of Default, the unpaid Principal Amount, all unpaid accrued interest thereon and all other amounts owing hereunder may, at the option of Lender, Holder, become immediately due and payable to Lender, Holder, provided, however, that upon the occurrence of an Event of Default described in this Section 4, all indebtedness of Borrower to Lender Holder shall become immediately due and payable without any action of Lender. Holder. Effective upon an Event of Default that is not cured for a period of 30 days after such Event of Default, the interest rate on this Note shall increase to 5% per annum in excess of the Stated Interest Rate. View More
Default. If Client is in violation of any representations and warranties under this Agreement or such representations and warranties are proved to be inaccurate, untrue, or omission or misleading or have been violated, and Client breaches or refused to perform any part of this Agreement or Client breaches this Agreement or any attached financial instruments or Client suffers any event which may affect safety of loan of Creditor, or Guarantor violates security instrument, the aforesaid circumstances all c...onstitute Client's default to this Agreement and attached financing documents, in which case Creditor is entitled to claim Client for any and all losses (inclusive of attorney fees) in addition to take (but not be obliged to take) the following measures separately or simultaneously: (1) Adjust or cancel credit line under this Agreement; (2) Declare that all debts under any attached financial instruments of this Agreement due early, and/or terminate entire or partial Agreement and attached financing instruments, require Client immediately repay all or partial principal and interests of the loan. For letter of credit, bank guarantee/standby letter of credit which has been accepted by Creditor within the term, Creditor has the right to require Client add margin or allocate balance of Client's deposit account or settlement account as margin for external payments or future out-of-pocket payments for Client; if Creditor has paid out-of-pocket expenses, Creditor has the right to repay such expenses immediately; (3) Interests shall be calculated according to penalty interest rate under this Agreement or attached financing instruments and the unpaid overdue interests shall be charged compound interests; (4) Deduct any deposits of Client's bank account opened by Creditor in accordance with Article 17 under this Agreement. Any dispute in connection with this Agreement shall be resolved through amicable consultations; should such consultation fails, appeal can be filed to the people's court with jurisdiction over Creditor. The parties shall continue perform the not involved part of this Agreement in the course of such appeal.View More
Default. If (1) Event of Default. It shall constitute an event of default of Client to Creditor under this Agreement and the supporting business documents, if: a) Client is in violation of any representations and warranties under this Agreement Agreement, or such representations and warranties are proved to be inaccurate, untrue, or misleading, or have omission or misleading or have been violated, violated; b) Client fails to repay the financing principal and Client interest and payables under a specific... business application on time, breaches or refused fails to perform any part committed matter hereunder and/or breaches the provisions hereof or of this any specific financing instruments; c) Client has any material cross-default event, including without limitation, Client's breach of provisions of any other financing contract to which it is a party, or Client's failure to pay any debts under other financing contracts or agreements when due; d) the guarantor providing security for Client no longer has or will no long have the ability to provide security corresponding to the financing, or breaches any provision of the guarantee documents, or the value of the collateral reduces or may reduce or is subject to attachment or other property preservation measures that are adverse to Creditor; Page 10 Credit Line Agreement e) Client is suspected of being involved in money laundering, sanctions, terrorist financing or financing of weapons of mass destruction, export control, tax evasion or other illegal behaviors. f) Client increases any hidden debt owed by the local government in violation of the provisions; or g) or Client breaches this Agreement or is under any attached financial instruments or Client suffers any event circumstance which may affect the safety of loan the assets of Creditor, or Guarantor violates security instrument, Creditor. (2) Handling of Default. Where Client has any of the aforesaid circumstances all constitute Client's default to this Agreement and attached financing documents, in which case Event of Default stated above, Creditor is entitled to claim against Client for any and all losses (inclusive of attorney fees) attorney's fee) in addition to take taking (but is not be obliged to take) the following measures separately or simultaneously: (1) a) Adjust or cancel credit line under this Agreement; (2) b) Declare that all debts under any attached subsequent financial instruments of this Agreement due early, and/or terminate entire or partial Agreement and attached subsequent financing instruments, require Client immediately repay all or partial principal and interests of the loan. For letter of credit, bank guarantee/standby letter of credit which has been accepted by Creditor within the term, Creditor has the right to require Client add margin or allocate balance of Client's deposit account or settlement account as margin for external payments or future out-of-pocket payments for Client; if Creditor has paid out-of-pocket expenses, Creditor has the right to repay such expenses immediately; (3) c) Interests shall be calculated according to penalty interest rate under this Agreement or attached subsequent financing instruments and the unpaid overdue interests shall be charged compound interests; (4) d) Deduct any deposits of Client's bank account opened by Creditor in accordance with Article 17 under this Agreement. e) To require the customer to provide other security acknowledged by the SPD Bank; f) Other remedy measures provided for by laws. Any dispute in connection with this Agreement shall be resolved through amicable consultations; should such consultation fails, appeal can be filed to the people's court with jurisdiction over Creditor. The parties shall continue perform the not involved part of this Agreement in the course of such appeal. View More
Default. If any party fails in the performance of any obligation under this Agreement (for purposes of this Section 6 called the "defaulting party"), the other Party shall serve upon the defaulting party written notice of default, describing the default with specificity. If the defaulting party, within thirty (30) days after receipt of such notice, does not cure any material default, the defaulting party shall be deemed to be in default.
Default. If any party fails in the performance of any obligation under this Agreement (for purposes of this Section 6 called the "defaulting party"), the other Party shall serve upon the defaulting party written notice of default, describing the default with specificity. If the defaulting party, within thirty (30) days after receipt of such notice, does not cure any material default, the defaulting party shall be deemed to be in default. 4 7. Consequences of Default. In the event either Party is deemed t...o be in material default under Section 6 above, the non-defaulting Party shall have the right to terminate this Agreement pursuant to Section 8 hereof. An election by a Party to terminate the Agreement under Section 8 shall not be deemed to be a waiver by that Party of any other legal or equitable remedies it may have with respect to such default. View More
Default. The occurrence of any one or more of the following events shall constitute an event of default (each an "Event of Default") hereunder:(i) if the Company becomes insolvent or makes an assignment for the benefit of creditors; or(ii) if there shall be filed by or against the Company any petition for any relief under the bankruptcy laws of the United States now or hereafter in effect or any proceeding shall be commenced with respect to the Company under any insolvency, readjustment of debt, reorgani...zation, dissolution, liquidation or similar law or statute of any jurisdiction now or hereafter in effect (whether at law or in equity), provided that in the case of any involuntary filing or the commencement of any involuntary proceeding against the Company such proceeding or petition shall have continued undismissed and unvacated for ninety (90) days; or(iii) if any petition or application to any court or tribunal, at law or in equity, shall be filed by or against the Company for the appointment of any receiver for the Company or any material part of the property of the Company; provided that in the case of any involuntary filing against the Company, such proceeding or appointment shall have continued undismissed and unvacated for ninety (90) days; or (iv) if the Company shall fail for any reason to make any payment of principal and/or interest hereunder within fifteen (15) Business Days after such payment is due.6. Remedies Upon Default; Default Interest. (i) If any Event of Default shall occur for any reason, then and in any such event, in addition to all rights and remedies of the Holder under Applicable Law or otherwise, all such rights 2 and remedies being cumulative, not exclusive and enforceable alternatively, successively and concurrently, the Holder may, at its option, declare any or all amounts owing under this Note to be due and payable, whereupon the then unpaid principal balance hereof, together with all accrued and unpaid interest thereon, shall forthwith become due and payable. (ii) Upon the occurrence of an Event of Default, or upon the maturity hereof (by demand, acceleration or otherwise), the unpaid principal of this Note and any accrued but unpaid interest owing on said principal sum (the "Obligations") shall bear interest from the date of the occurrence of such Event of Default or such maturity until collection (including any period of time occurring after judgment), at the "Default Rate," being a simple interest rate per annum equal to 2% above the rate set forth in Section 3 hereof in effect on the date of maturity (by acceleration or otherwise). All default interest charges (X) shall be in addition to, and not in lieu of, any other remedy available to Holder; (Y) shall be added to the Obligations, and (Z) shall not be construed as an agreement or privilege to extend the date of the payment of the Obligations, nor as a waiver of any other right or remedy accruing to Holder by reason of the occurrence of any Event of Default.View More
Default. The occurrence of any one or more of the following events shall constitute an event of default (each an "Event of Default") hereunder:(i) if hereunder:(a)if the Company shall fail for any reason to make any payment of principal and/or interest hereunder within fifteen (15) Business Days after such payment is due; or(b)if the Company becomes insolvent or makes an assignment for the benefit of creditors; or(ii) if or(c)if there shall be filed by or against the Company any petition for any relief u...nder the bankruptcy laws of the United States now or hereafter in effect or any proceeding shall be commenced with respect to the Company under any insolvency, readjustment of debt, reorganization, dissolution, liquidation or similar law or statute of any jurisdiction now or hereafter in effect (whether at law or in equity), provided that in the case of any involuntary filing or the commencement of any involuntary proceeding against the Company such proceeding or petition shall have continued undismissed and unvacated for ninety (90) days; or(iii) if or(d)if any petition or application to any court or tribunal, at law or in equity, shall be filed by or against the Company for the appointment of any receiver for the Company or any material part of the property of the Company; provided that in the case of any involuntary filing against the Company, such proceeding or appointment shall have continued undismissed and unvacated for ninety (90) days; or (iv) if the Company shall fail for any reason to make any (e)if payment of principal and/or interest hereunder all indebtedness under the Senior Credit Facility shall be accelerated and such acceleration shall not have been revoked, rescinded or withdrawn within fifteen (15) Business Days after thirty (30) days of such payment is due.6. acceleration.6. Remedies Upon Default; Default Interest. (i) Default. If any Event of Default shall occur for any reason, then and in any such event, in addition to all rights and remedies of the Holder under Applicable applicable Law or otherwise, all such rights 2 and remedies being cumulative, not exclusive and enforceable alternatively, successively and concurrently, the Holder may, at its option, declare any or all amounts owing under this Note to be due and payable, whereupon the then unpaid principal balance hereof, together with all accrued and unpaid interest thereon, shall forthwith become due and payable. (ii) Upon All unpaid principal and interest on this Note shall bear interest at a rate equal to eight percent (8%) per annum thereafter to the occurrence extent such amount due and payable is overdue. Company shall indemnify Holder for all costs of collection incurred by Holder after an Event of Default, or upon the maturity hereof (by demand, acceleration or otherwise), the unpaid principal of this Note and any accrued but unpaid interest owing on said principal sum (the "Obligations") shall bear interest from the date of the occurrence of such Event of Default or such maturity until collection (including any period of time occurring after judgment), at the "Default Rate," being a simple interest rate per annum equal to 2% above the rate set forth in Section 3 hereof in effect on the date of maturity (by acceleration or otherwise). All default interest charges (X) shall be in addition to, and not in lieu of, any other remedy available to Holder; (Y) shall be added to the Obligations, and (Z) shall not be construed as an agreement or privilege to extend the date of the payment of the Obligations, nor as a waiver of any other right or remedy accruing to Holder by reason of the occurrence of any Event of Default. including, without limitation reasonable attorneys' fees. View More
Default. A default shall be deemed to have occurred under this Note if (each a "Default"): (i) Maker fails to comply with any of the terms of this Note, which failure continues uncured for more than 15 days after written notice thereof to Maker; (ii) Maker should dissolve; (iii) Maker commences a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seek...ing the appointment of a trustee, receiver, liquidator, custodian or other similar official of its or any part of its property, or shall consent to any such relief or to the appointment of or taking possession by any such official in an involuntary case or other proceeding commenced against it, or shall make a general assignment for the benefit of creditors, or shall fail generally to pay its debts as they become due; or (iv) an involuntary case or other proceeding shall be commenced against Maker seeking liquidation, reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, and such involuntary case or other proceeding shall remain undismissed and unstayed for a period of 45 days. In the event of Default, Holder shall have the remedies provided for in this Note under Section 6.View More
Default. A default The term "Default," as used herein, means the occurrence of any one or more of the following events: (a) Maker shall be deemed fail to have occurred under make any payment of the principal of any Advance or any interest accrued thereon when such payment shall become due within ten (10) days after the due date thereof (whether at maturity, by acceleration or otherwise); or (b) Maker shall fail to observe or perform any obligation, covenant or agreement contained or incorporated by refer...ence in this Note if (each a "Default"): (i) Maker fails to comply with any of the terms of this Note, which failure continues uncured (other than that covered by clause (a) above) for more than 15 thirty (30) days after the earlier of (i) the first day on which Maker has knowledge of such failure or (ii) written notice thereof has been given to Maker; (ii) or (c) Maker should dissolve; (iii) Maker commences shall commence a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of its or any substantial part of its property, or shall consent to any such relief or to the appointment of or taking possession by any such official in an involuntary case or other proceeding commenced against it, or shall make a general assignment for the benefit of creditors, or shall fail generally generally, or shall admit in writing its inability, to pay its debts as they become due; due, or (iv) an shall take any other action to authorize any of the foregoing; or 2 (d) An involuntary case or other proceeding shall be commenced against Maker seeking liquidation, reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it of, or any substantial part of its property, the property of, Maker, and such involuntary invo1untary case or other proceeding shall remain undismissed and unstayed for a period of 45 days. In sixty (60) days; or an order for relief shall be entered against Maker under applicable bankruptcy laws as now or hereafter in effect. (e) Maker shall suspend or announce the event imminent suspension of the major portion of its business operations as conducted as of the date hereof. Upon the occurrence of a Default, Holder shall have the remedies provided for in maturity of this Note under Section 6. may be accelerated and the unpaid balance of the principal amount then outstanding together with interest accrued and unpaid thereon declared to be immediately due and payable at the option of the Holder. View More
Default. 8.1 Buyer Default. Should Buyer default under any of the terms, covenants or conditions of this Agreement prior to Closing, Seller shall have as its sole and exclusive remedy the right to terminate this Agreement in accordance with Section 6 and to retain the Deposit as liquidated damages. 8.2 Liquidated Damages. IN THE EVENT THE TRANSACTION CONTEMPLATED HEREBY IS NOT CONSUMMATED BECAUSE OF A DEFAULT 7 UNDER THIS AGREEMENT ON THE PART OF BUYER, AS SELLER'S SOLE AND EXCLUSIVE REMEDY BY REASON OF ...SUCH DEFAULT BY BUYER, THE AMOUNT OF THE DEPOSIT (COMPRISED OF THE INITIAL PAYMENT AND, IF APPLICABLE, THE ADDITIONAL DEPOSIT, PLUS ANY INTEREST) SHALL BE PAID TO AND RETAINED BY SELLER AS LIQUIDATED DAMAGES, ALL OTHER CLAIMS TO DAMAGES OR OTHER REMEDIES BEING HEREIN EXPRESSLY WAIVED BY SELLER. THE PARTIES ACKNOWLEDGE THAT, IN THE EVENT THE TRANSACTION CONTEMPLATED HEREBY IS NOT CONSUMMATED BECAUSE OF A DEFAULT UNDER THIS AGREEMENT ON THE PART OF BUYER, SELLER'S ACTUAL DAMAGES BY REASON OF SUCH DEFAULT BY BUYER WOULD BE EXTREMELY DIFFICULT OR IMPRACTICABLE TO DETERMINE. THEREFORE, BY PLACING THEIR INITIALS BELOW, THE PARTIES ACKNOWLEDGE THAT THE AMOUNT OF THE DEPOSIT HAS BEEN AGREED UPON, AFTER NEGOTIATION, AS THE PARTIES' REASONABLE ESTIMATE OF SELLER'S DAMAGES IN THE EVENT THE TRANSACTION CONTEMPLATED HEREBY IS NOT CONSUMMATED BECAUSE OF A DEFAULT UNDER THIS AGREEMENT ON THE PART OF BUYER. NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS SECTION SHALL IN ANY WAY LIMIT ANY DAMAGES FOR WHICH BUYER IS OR MAY BE LIABLE AS SET FORTH ELSEWHERE IN THIS AGREEMENT. Seller: Buyer: 8.3 Buyer's Remedy Upon Seller's Default. Should Seller default under any of the terms, covenants or conditions of this Agreement prior to Closing, Buyer shall have as its sole and exclusive remedies, only the following: (a) the right to terminate this Agreement in accordance with Section 6 and receive a return of the Deposit; or (b) pursue a remedy of specific performance, provided that any action for specific performance is commenced within ninety (90) days after the occurrence of such default.View More
Default. 8.1 11.1 Buyer Default. Should Buyer default under any of the terms, covenants or conditions of this Agreement with respect to the purchase of any Property pursuant to a Buyer's Notice prior to Closing, the applicable Seller shall have as its sole and exclusive remedy the right to terminate this Agreement the Buyer's Notice with respect to such Property in accordance with Section 6 9 and to retain the Deposit as liquidated damages. 8.2 11.2 Liquidated Damages. IN THE EVENT THE TRANSACTION CONTEM...PLATED HEREBY BY BUYER'S NOTICE FOR A PROPERTY IS NOT CONSUMMATED BECAUSE OF A DEFAULT 7 UNDER THIS AGREEMENT ON THE PART OF BUYER, AS THE APPLICABLE SELLER'S SOLE AND EXCLUSIVE REMEDY BY REASON OF SUCH DEFAULT BY BUYER, THE AMOUNT OF THE DEPOSIT (COMPRISED OF THE INITIAL PAYMENT AND, IF APPLICABLE, PURCHASE OPTION DEPOSIT AND THE ADDITIONAL DEPOSIT, PLUS ANY INTEREST) SHALL BE PAID TO AND RETAINED BY SUCH SELLER AS LIQUIDATED DAMAGES, ALL OTHER CLAIMS TO DAMAGES OR OTHER REMEDIES BEING HEREIN EXPRESSLY WAIVED BY SELLER. SUCH SELLER; AND FOR THE AVOIDANCE OF DOUBT, NO OTHER SELLER SHALL HAVE ANY RIGHTS OR REMEDIES AGAINST BUYER UNLESS AND TO THE EXTENT OF A DEFAULT UNDER THIS AGREEMENT ON THE PART OF BUYER WITH RESPECT TO SUCH OTHER SELLER AND ITS PROPERTY. THE PARTIES ACKNOWLEDGE THAT, IN THE EVENT THE TRANSACTION CONTEMPLATED HEREBY BY BUYER'S NOTICE FOR A PROPERTY IS NOT CONSUMMATED BECAUSE OF A DEFAULT UNDER THIS AGREEMENT ON THE PART OF BUYER, SUCH SELLER'S ACTUAL DAMAGES BY REASON OF SUCH DEFAULT BY BUYER WOULD BE EXTREMELY DIFFICULT OR IMPRACTICABLE TO DETERMINE. THEREFORE, BY PLACING THEIR INITIALS BELOW, THE PARTIES ACKNOWLEDGE THAT THE AMOUNT OF THE DEPOSIT FOR EACH PROPERTY HAS BEEN AGREED UPON, AFTER NEGOTIATION, AS THE PARTIES' REASONABLE ESTIMATE OF THE APPLICABLE SELLER'S DAMAGES IN THE EVENT THE TRANSACTION CONTEMPLATED HEREBY BY BUYER'S NOTICE FOR SUCH PROPERTY IS NOT CONSUMMATED BECAUSE OF A DEFAULT UNDER THIS AGREEMENT ON THE PART OF BUYER. NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS SECTION SHALL IN ANY WAY LIMIT ANY DAMAGES FOR WHICH BUYER IS OR MAY BE LIABLE AS SET FORTH ELSEWHERE IN THIS AGREEMENT. Seller: /s/ GD Buyer: 8.3 /s/ HKS Seller: /s/ GD Seller: /s/ GD Seller: /s/ GD 11.3 Buyer's Remedy Upon Seller's Default. Should a Seller default under any of the terms, covenants or conditions of this Agreement with respect to the sale of its Property pursuant to a Buyer's Notice prior to Closing, Buyer shall have as its sole and exclusive remedies, only the following: (a) the right to terminate this Agreement the Buyer's Notice in accordance with Section 6 9 and receive a return of the Deposit; or (b) pursue a remedy of specific performance, provided that any action for specific performance is commenced within ninety (90) days after the occurrence of such default. View More
Default. If Seller fails to comply with or perform any of its covenants, agreements and obligations under this Agreement, then, at Purchaser's option: (i) Purchaser will be entitled to terminate this Agreement as its sole option, or (ii) enforce Seller's obligations to convey the Property by delivering written notice to Seller within forty-five (45) days after the scheduled Closing which describes such default and states Purchaser's election to enforce specific performance and actually filing suit within... ninety (90) days following the expiration of such 45-day period. If Purchaser fails to purchase the Property in accordance with the terms of this Agreement, then Seller's sole and exclusive remedy for the default will be to terminate this Agreement. Upon the termination, except as expressly provided in this Agreement to the contrary, all rights and obligations created under this Agreement will terminate and be of no further force or effect. The provisions of this Section 14 will not limit Purchaser's obligations under any indemnity set forth in this Agreement. If either Seller or Purchaser enforces the obligations of the other under this Agreement by instituting legal proceedings, then the non-prevailing party in any such proceedings will pay all out-of-pocket expenses actually incurred by the prevailing party, including court costs and reasonable attorneys' fees.View More
Default. If Seller fails to comply with or perform any of its covenants, agreements and obligations under this Agreement, then, at Purchaser's option: (i) Purchaser will be entitled to terminate this Agreement and receive an immediate refund of all Earnest Money as its sole option, option (except as hereafter provided), or (ii) enforce Seller's obligations to convey the Property by delivering written notice to Seller within forty-five (45) days after the scheduled Closing which describes such default and... states Purchaser's election to enforce specific performance and actually filing suit within ninety (90) days following the expiration of such 45-day forty-five (45) day period. Notwithstanding anything herein to the contrary, if Purchaser elects to terminate this Agreement as the result of a default by Seller, Seller shall reimburse Purchaser up to One Hundred Thousand and 00/100 Dollars ($100,000) for the out-of-pocket costs and expenses incurred by Purchaser in connection with this transaction including Purchaser's due diligence investigation of the Property and the legal fees and expenses of and court and other costs and expenses of preparing, negotiating and enforcing this Agreement. If Purchaser fails to purchase the Property in accordance with the terms of this Agreement, then Seller's sole and exclusive remedy for the default will be to terminate this Agreement. Agreement and to receive and retain the Earnest Money as full liquidated damages for Purchaser's default. Seller and Purchaser acknowledge that it is impossible to more precisely estimate the damages to be suffered by Seller and that retention of the Earnest Money is not intended to be a penalty. Upon the termination, except as expressly provided in this Agreement to the contrary, all rights and obligations created under this Agreement will terminate and be of no further force or effect. The provisions of this Section 14 will not limit Purchaser's obligations under any indemnity set forth in this Agreement. 11 If either Seller or Purchaser enforces the obligations of the other under this Agreement by instituting legal proceedings, then the non-prevailing party in any such proceedings will pay all out-of-pocket expenses actually incurred by the prevailing party, including court costs and reasonable attorneys' fees. View More
