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Events of Default Contract Clauses (4,519)
Grouped Into 90 Collections of Similar Clauses From Business Contracts
This page contains Events of Default clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Events of Default. The occurrence of any of the following events shall be an "Event of Default" under this Note: (a) the Company shall fail to make the payment of any principal amount outstanding on the date such payment shall become due and payable hereunder; or (b) any material breach by the Company of any representations or warranties made by the Company in the Purchase Agreement, failure to make any required filings with the Commission; or (c) the holder of any indebtedness of the Company shall accelerate any ...payment of any amount or amounts of principal or interest on any such indebtedness (the "Indebtedness") (other than with respect to this Note and notes of like tenor) prior to its stated maturity or payment date, the aggregate principal amount of which Indebtedness is in excess of $500,000, whether such Indebtedness now exists or shall hereinafter be created, and such accelerated payment entitles the holder thereof to immediate payment of such Indebtedness which is due and owing and such indebtedness has not been discharged in full or such acceleration has not been stayed, rescinded or annulled within fifteen (15) business days of such acceleration; or (d) A judgment or judgments for the payment of money shall be rendered against the Company for an amount in excess of $500,000 in the aggregate (net of any applicable insurance coverage) for all such judgments that shall remain unpaid for a period of sixty (60) consecutive days or more after its entry or issue or that shall not be discharged, released, dismissed, stayed or bonded (due to an appeal or otherwise) within the sixty (60) consecutive day period after its entry or issue; or (e) the Company shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee or liquidator of itself or of all or a substantial part of its property or assets, (ii) make a general assignment for the benefit of its creditors, (iii) commence a voluntary case under the Federal Bankruptcy Code, as amended (the "Bankruptcy Code") or under the comparable laws of any jurisdiction (foreign or domestic), (iv) file a petition seeking to take advantage of any bankruptcy, insolvency, moratorium, reorganization or other similar law affecting the enforcement of creditors' rights generally, or (v) acquiesce in writing to any petition filed against it in an involuntary case under the Bankruptcy Code or under the comparable laws of any jurisdiction (foreign or domestic); or (f) a proceeding or case shall be commenced in respect of the Company without its application or consent, in any court of competent jurisdiction, seeking (i) the liquidation, reorganization, moratorium, dissolution, winding up, or composition or readjustment of its debts, (ii) the appointment of a trustee, receiver, custodian, liquidator or the like of it or of all or any substantial part of its assets or (iii) similar relief in respect of it under any law providing for the relief of debtors, and such proceeding or case described in clause (i), (ii) or (iii) shall continue undismissed, or unstayed and in effect, for a period of forty-five (45) consecutive days or any order for relief shall be entered in an involuntary case under the Bankruptcy Code or under the comparable laws of any jurisdiction (foreign or domestic) against the Company or any of its subsidiaries and shall continue undismissed, or unstayed and in effect for a period of forty-five (45) consecutive days. Notwithstanding the foregoing to the contrary, each of the Events of Default described in this Section 4 shall be subject to a cure period of ten (10) business days following the date of such Event of Default.
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MetaStat, Inc. contract
Events of Default. The occurrence of any of the following events shall be an "Event of Default" under this Note: (a) the Company shall fail Borrower fails to make any payment on this Note as and when the payment of any principal amount outstanding on the date such payment shall become same becomes due and payable hereunder; or (b) any material breach by the Company of any representations or warranties made by the Company in the Purchase Agreement, failure to make any required filings accordance with the Commission...; or terms hereof, if the same has continued for five (5) days after written notice specifying such default has been delivered to the Borrower by Holder; (b) Borrower fails to perform any other covenant contained herein, if the same has continued for thirty (30) days after written notice specifying such default has been delivered to the Borrower by Holder; (c) the holder of any indebtedness of the Company shall accelerate any payment of any amount or amounts of principal or interest on any such indebtedness (the "Indebtedness") (other than with respect to this Note and notes of like tenor) prior to its stated maturity or payment date, the aggregate principal amount of which Indebtedness is in excess of $500,000, whether such Indebtedness now exists or shall hereinafter be created, and such accelerated payment entitles the holder thereof to immediate payment of such Indebtedness which is due and owing and such indebtedness has not been discharged in full or such acceleration has not been stayed, rescinded or annulled within fifteen (15) business days of such acceleration; or (d) A judgment or judgments for the payment of money shall be rendered against the Company for an amount in excess of $500,000 in the aggregate (net of any applicable insurance coverage) for all such judgments that shall remain unpaid for a period of sixty (60) consecutive days or more after its entry or issue or that shall not be discharged, released, dismissed, stayed or bonded (due to an appeal or otherwise) within the sixty (60) consecutive day period after its entry or issue; or (e) the Company Borrower shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee or liquidator of itself or of all or a substantial part of its property or assets, (ii) make a general assignment for the benefit of its creditors, (iii) commence a voluntary case under the Federal Bankruptcy Code, as amended (the "Bankruptcy Code") Code or under the comparable laws of any jurisdiction (foreign or domestic), (iv) file a petition seeking to take advantage of any bankruptcy, insolvency, moratorium, reorganization or other similar law affecting the enforcement of creditors' rights generally, or (v) acquiesce in writing to any petition filed against it in an involuntary case under the Bankruptcy Code or under the comparable laws of any jurisdiction (foreign or domestic); domestic), or (f) (vi) take any action under the laws of any jurisdiction (foreign or domestic) analogous to any of the foregoing; or (d) a proceeding or case shall be commenced in respect of the Company Borrower without its application or consent, in any court of competent jurisdiction, seeking (i) the liquidation, reorganization, moratorium, dissolution, winding up, or composition or readjustment of its debts, (ii) the appointment of a trustee, receiver, custodian, liquidator or the like of it or of all or any substantial part of its assets or (iii) similar relief in respect of it under any law providing for the relief of debtors, and such proceeding or case described in clause (i), (ii) or (iii) shall continue undismissed, or unstayed and in effect, for a period of forty-five (45) thirty (30) consecutive days or any order for relief shall be entered in an involuntary case under the Bankruptcy Code or under the comparable laws of any jurisdiction (foreign or domestic) against Borrower or any of its subsidiaries or action under the Company laws of any jurisdiction (foreign or domestic) analogous to any of the foregoing shall be taken with respect to Borrower or any of its subsidiaries and shall continue undismissed, or unstayed and in effect for a period of forty-five (45) thirty (30) consecutive days. Notwithstanding 3 5. Remedies Upon An Event of Default. If an Event of Default shall have occurred and shall be continuing, Holder may at any time at its option, (a) declare the foregoing to entire unpaid principal balance of this Note, together with all interest accrued hereon, due and payable, and thereupon, the contrary, each same shall be accelerated and so due and payable; provided, however, that upon the occurrence of the Events an Event of Default described in this Section 4 (i) Sections 4(c) or (d) above, without presentment, demand, protest, or notice, all of which are hereby expressly unconditionally and irrevocably waived by Borrower, the outstanding principal balance and accrued interest hereunder shall be subject automatically due and payable, and (ii) Sections 4(a) or (b) above, Holder may exercise or otherwise enforce any one or more of Holder's rights, powers, privileges, remedies and interests under this Note or applicable law. No course of delay on the part of Holder shall operate as a waiver thereof or otherwise prejudice the right of Holder. No remedy conferred hereby shall be exclusive of any other remedy referred to a cure period of ten (10) business days following the date of such Event of Default. herein or now or hereafter available at law, in equity, by statute or otherwise.
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Events of Default. The occurrence of any of the following events shall be an "Event of Default" under this Note: (a) the Company shall fail to make pay the payment of principal or any principal amount outstanding on accrued interest hereunder or any other Note after the date such payment shall become due and payable hereunder; hereunder or thereunder; or (b) any material breach by if default shall be made in the Company performance or observance of any representations representation, warranty, covenant, or warrant...ies made by agreement contained in this Note, in the Company Amended and Restated Security Agreement or in the Purchase Agreement, failure or in any other agreement between the Company and the Payee relating to make any required filings with the Commission; or (c) the holder of any indebtedness of the Company shall accelerate to the Payee or any payment of any amount or amounts of principal or interest on any such indebtedness (the "Indebtedness") (other than with respect to this Note and notes of like tenor) prior to its stated maturity or payment date, the aggregate principal amount of which Indebtedness is in excess of $500,000, whether such Indebtedness now exists or shall hereinafter be created, affiliates for borrowed money and such accelerated payment entitles the holder thereof to immediate payment of such Indebtedness which is due and owing and such indebtedness has not been discharged in full or such acceleration has not been stayed, rescinded or annulled within fifteen (15) business days of such acceleration; or (d) A judgment or judgments for the payment of money default shall be rendered against the Company for an amount in excess of $500,000 in the aggregate (net of any applicable insurance coverage) for all such judgments that shall remain unpaid have continued for a period of sixty (60) consecutive five (5) days after Company's receipt of written notice of such default (unless such default is on account of failure to give a required notice, in which event such 5 day cure period shall commence with the date of such default); or more after its entry or issue or that shall not be discharged, released, dismissed, stayed or bonded (due to an appeal or otherwise) within the sixty (60) consecutive day period after its entry or issue; or (e) (c) the Company shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee or liquidator of itself or of all or a substantial part of its property or assets, (ii) make a general assignment for the benefit of its creditors, (iii) commence a voluntary case under the Federal United States Bankruptcy Code, as amended Code (the "Bankruptcy Code") or under the comparable laws of any jurisdiction (foreign or domestic), (iv) file a petition seeking to take advantage of any bankruptcy, insolvency, moratorium, reorganization or other similar law affecting the enforcement of creditors' rights generally, or (v) acquiesce in writing to any petition filed against it in an involuntary case under the Bankruptcy Code or under the comparable laws of any jurisdiction (foreign or domestic); domestic), or (f) (vi) take any action under the laws of any jurisdiction (foreign or domestic) analogous to any of the foregoing; or 3 (d) a proceeding or case shall be commenced in respect of the Company or any of its subsidiaries without its application or consent, in any court of competent jurisdiction, seeking (i) the liquidation, reorganization, moratorium, dissolution, winding up, or composition or readjustment of its debts, (ii) the appointment of a trustee, receiver, custodian, liquidator or the like of it or of all or any substantial part of its assets or (iii) similar relief in respect of it under any law providing for the relief of debtors, and such proceeding or case described in clause (i), (ii) or (iii) shall continue undismissed, or unstayed and in effect, for a period of forty-five (45) thirty (30) consecutive days or any order for relief shall be entered in an involuntary case under the Bankruptcy Code or under the comparable laws of any jurisdiction (foreign or domestic) against the Company or any of its subsidiaries or action under the laws of any jurisdiction (foreign or domestic) analogous to any of the foregoing shall be taken with respect to the Company or any of its subsidiaries and shall continue undismissed, or unstayed and in effect for a period of forty-five (45) ninety (90) consecutive days. Notwithstanding the foregoing to the contrary, each of the Events of Default described in this Section 4 shall be subject to a cure period of ten (10) business days following the date of such Event of Default.
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Events of Default. Any one or more of the following shall constitute an Event of Default under this Agreement: (a) Borrower shall fail to pay any principal or interest due hereunder within ten days after the date due, provided that any amounts due on the Maturity Date shall be paid on that date, with no grace period; or (b) Borrower shall fail to comply with any other provision of this Agreement or any other Transaction Document; or (c) Any warranty or representation, report or certificate made or delivered to Agi...lity by Borrower or on Borrower's behalf pursuant to this Agreement or any of the Transaction Documents is or shall be untrue or misleading in a material respect as of the date given or made; or (d) A default or event of default occurs in any other agreement to which Borrower is subject or by which Borrower is bound (i) resulting in a right by the other party or parties, whether or not exercised, to accelerate the maturity of any indebtedness of Borrower in an amount of more than $100,000 or (ii) that could have a Material Adverse Effect, as defined below; or (e) Any portion of Borrower's assets is attached, seized or levied upon, or a judgment for more than $100,000 is awarded against Borrower and is not stayed within ten days; or (f) Dissolution or termination of existence of Borrower; or appointment of a receiver, trustee or custodian, for all or any material part of the property of, assignment for the benefit of creditors by, or the commencement of any proceeding by or against Borrower under any reorganization, bankruptcy, insolvency, arrangement , readjustment of debt, dissolution or liquidation law or statute of any jurisdiction , now or in the future in effect (except that, in the case of a proceeding commenced against Borrower, Borrower shall have 60 days after the date such proceeding was commenced to have it dismissed, provided Agility shall have no obligation to make any Advance during such period); or (g) If the approvals from any governmental agency (including the FDA) is revoked, rescinded, suspended or modified in an adverse manner or if any litigation is commenced against Borrower, and such actions or litigation could reasonably be expected to have a Material Adverse Effect, or cause a material impairment of Borrower's ability to perform its Obligations or of Agility's ability to enforce the Obligations or realize upon the Collateral, or material adverse change in the value of the Collateral; or (h) If any guaranty of all or a portion of the Obligations (a "Guaranty"), if any, ceases for any reason to be in full force and effect or if any Guarantor fails to satisfy any payment obligations under the Guaranty; or 5 (i) If any Guarantor fails to perform any obligation (other than any payment obligations), or any event of default occurs, under any Guaranty and the Guarantor shall not cure such failure or event of default within thirty days after notice of such failure or event of default from the Lender or Guarantor becomes aware of such failure or event of default, or if any of the circumstances described in clauses (c) through (f) above occur with respect to any Guarantor or any Individual Guarantor dies or becomes subject to any criminal prosecution ; or (i) If the Deed of Trust ceases for any reason to be in full force and effect, or any event of default occurs under the Deed of Trust, or the amount owing under the existing mortgage on the Real Property exceeds $70,000.
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EMMAUS LIFE SCIENCES, INC. contract
Events of Default. Any one or more of the following shall constitute an Event of Default under this Agreement: (a) Borrower (i) Borrowers shall fail to pay any overadvance, as required under Section 1(f), within two business days of the occurrence of such overadvance; or (ii) Borrowers shall fail to pay any principal or interest due hereunder within ten days after the date due, provided that any amounts due on the Maturity Date shall be paid on that date, with no grace period; or (b) Any Borrower shall fail fails ...to comply with Section 3(b), 3(e), or 4(d) and fails to cure such default within fifteen (15) days after a Borrower receives notice thereof or any officer of a Borrower becomes aware thereof, or any Borrower fails to comply with any other provision of this Agreement Agreement, or there occurs any breach or default under any other Transaction Document; or 6. (c) Any warranty or representation, representation made hereunder or any other written statement, report or certificate made or delivered to Agility by any Borrower or on Borrower's behalf pursuant to this Agreement or any of the Transaction Documents is or shall be untrue or misleading in a material respect as of the date given or made; made, or shall become untrue or misleading in a material respect after the date hereof; or (d) A default or event of default occurs in under the Acquisition Agreement (or any other document, instrument, agreement, note or security agreement entered into in connection therewith), or a default or event of default occurs under any other material agreement to which a Borrower is subject or by which a Borrower is bound (i) resulting in a right by the other party or parties, whether or not exercised, to accelerate the maturity of any indebtedness or exercise any remedies against a Borrower or any property of Borrower in an amount of more than $100,000 a Borrower, or (ii) that could have a Material Adverse Effect, as defined below; or (e) Any portion of a Borrower's assets is attached, seized or levied upon, or a judgment for more than $100,000 $75,000 is awarded against a Borrower and is not stayed within ten days; or (f) Dissolution or termination of existence of a Borrower; or appointment of a receiver, trustee or custodian, for all or any material part of the property of, assignment for the benefit of creditors by, or the commencement of any proceeding by or against a Borrower under any reorganization, bankruptcy, insolvency, arrangement , arrangement, readjustment of debt, dissolution or liquidation law or statute of any jurisdiction , jurisdiction, now or in the future in effect (except that, in the case of a proceeding commenced against a Borrower, such Borrower shall have 60 30 days after the date such proceeding was commenced to have it dismissed, provided Agility shall have no obligation to make any Advance Advances during such period); or (g) If The occurrence of any circumstance with respect to any of the approvals from any governmental agency (including the FDA) is revoked, rescinded, suspended or modified in an adverse manner or if any litigation is commenced against Borrower, and such actions or litigation Borrowers that could reasonably be expected to have a Material "Material Adverse Effect, Effect", which shall mean (i) a material adverse change in the business, operations, results of operations, assets, liabilities or cause a financial or other condition of Borrowers, (ii) the material impairment of Borrower's Borrowers' ability to perform its Obligations or of Agility's ability to enforce the Obligations or realize upon the Collateral, or (iii) a material adverse change in the value of the Collateral; or (h) If any guaranty of all or a portion of the Obligations (a "Guaranty"), if any, ceases for any reason to be in full force and effect or if any Guarantor fails to satisfy any payment obligations under the Guaranty; or 5 (i) If any Guarantor fails to perform any obligation (other than any payment obligations), or any event of default occurs, under any Guaranty and the Guarantor shall not cure such failure or event of default within thirty days after notice of such failure or event of default from the Lender or Guarantor becomes aware of such failure or event of default, or if any of the circumstances described in clauses (c) through (f) above occur with respect to any Guarantor or any Individual Guarantor dies or becomes subject to any criminal prosecution ; or (i) If the Deed of Trust "Guaranty") ceases for any reason to be in full force and effect, or any guarantor fails to perform any obligation, or any event of default occurs occurs, under the Deed Guaranty, or if any of Trust, the circumstances described in clauses (c) through (g) above with respect to any guarantor or any guarantor dies or becomes subject to any criminal prosecution; or (i) If any security or pledge agreement entered into in connection herewith (including the amount owing pledge agreement executed by Sound Management Investors, LLC), ceases for any reason to be in full force and effect, or any grantor or pledgor fails to perform any obligation, or any event of default occurs, under such agreement, or if any of the existing mortgage on the Real Property exceeds $70,000. circumstances described in clauses (c) through (g) above with respect to any such pledgor or grantor.
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Events of Default. Any one or more of the following shall constitute an Event of Default under this Agreement: (a) Borrower shall fail fails to pay any principal or interest due hereunder within ten days after the date due, provided that any amounts due on the Maturity Date shall be paid on that date, with no grace period; or (b) Borrower shall fail fails to comply with Section 4(c) of this Agreement or the occurrence of any event of default under the loan documents with Senior Lender; (c) Borrower fails to comply... with any other provision of this Agreement or any other Transaction Document; or (c) (d) Any warranty or warranty, representation, statement, report or certificate made or delivered to Agility by Borrower or on Borrower's behalf pursuant to this Agreement or any of the Transaction Documents is or shall be untrue or misleading in a material respect as of the date given or made; made, or (d) shall become untrue or misleading in a material respect after the date hereof; or (e) A default or event of default occurs in any other agreement to which Borrower is subject or by which Borrower is bound (i) resulting in a right by the other party or parties, whether or not exercised, to accelerate the maturity of any indebtedness of Borrower in an amount of more than $100,000 or (ii) that could have a Material Adverse Effect, as defined below; or (e) (f) Any portion of Borrower's assets is attached, seized or levied upon, or a judgment for more than $100,000 $50,000 is awarded against Borrower and is not stayed within ten days; or (f) (g) Dissolution or termination of existence of Borrower; or appointment of a receiver, trustee or custodian, for all or any material part of the property of, assignment for the benefit of creditors by, or the commencement of any proceeding by or against Borrower under any reorganization, bankruptcy, insolvency, arrangement , arrangement, readjustment of debt, dissolution or liquidation law or statute of any jurisdiction , jurisdiction, now or in the future in effect (except that, in the case of a proceeding commenced against Borrower, Borrower shall have 60 days after the date such proceeding was commenced to have it dismissed, provided Agility shall have no obligation to make any Advance Advances during such period); or (g) If the approvals from (h) The occurrence of any governmental agency (including the FDA) is revoked, rescinded, suspended or modified in an adverse manner or if any litigation is commenced against Borrower, and such actions or litigation circumstance that could reasonably be expected to have a Material "Material Adverse Effect, Effect", which shall mean (i) a material adverse change in the business, prospects, operations, results of operations, assets, liabilities or cause a financial or other condition of Borrower, (ii) the material impairment of Borrower's ability to perform its Obligations or of Agility's ability to enforce the Obligations or realize upon the Collateral, or (iii) a material adverse change in the value of the Collateral; or (h) If any guaranty of all or a portion of the Obligations (a "Guaranty"), if any, ceases for any reason to be in full force and effect or if any Guarantor fails to satisfy any payment obligations under the Guaranty; or 5 (i) If any Guarantor fails to perform any obligation (other than any payment obligations), or any event of default occurs, under any Guaranty and the Guarantor shall not cure such failure or event of default within thirty days after notice of such failure or event of default from the Lender or Guarantor becomes aware of such failure or event of default, or if any of the circumstances described in clauses (c) through (f) above occur with respect to any Guarantor or any Individual Guarantor dies or becomes subject to any criminal prosecution ; or (i) If the Deed of Trust ceases for any reason to be in full force and effect, or any event of default occurs under the Deed of Trust, or the amount owing under the existing mortgage on the Real Property exceeds $70,000. Collateral.
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Accelerize Inc. contract
Events of Default. Each of the following shall constitute an "Event of Default" hereunder: a. The Borrower shall (i) voluntarily terminate operations or apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee or liquidator in respect of such Borrower, as the case may be, or of all or a substantial part of the assets of such Borrower, as the case may be, (ii) admit in writing its inability, to pay debts as the debts become due, (iii) make a general assignment for t...he benefit of its creditors, (iv) commence a voluntary case under the Federal Bankruptcy Code (as now or hereafter in effect), (v) file a petition seeking to take advantage of any other law relating to bankruptcy, insolvency, reorganization, winding-up, or composition or adjustment of debts, (vi) fail to controvert in a timely and appropriate manner, or acquiesce in writing to, any petition filed against it in an involuntary case under the Federal Bankruptcy Code or applicable state bankruptcy laws or (vii) take any corporate action for the purpose of effecting any of the foregoing; or b. Default in the performance of any other obligation under this Note and such failure continues for ten (10) days after written notice to Borrower. If any Event of Default shall occur, then, at any time thereafter while such Event of Default is continuing, the Holder by written notice to the Borrower may declare the Balance to be immediately due and payable.
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Events of Default. Each of the following shall constitute an "Event of Default" hereunder: a. The Borrower shall (i) voluntarily terminate operations or apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee or liquidator in respect of such Borrower, as the case may be, or of all or a substantial part of the assets of such Borrower, as the case may be, (ii) admit in writing its inability, to pay debts as the debts become due, (iii) make a general assignment for t...he benefit of its creditors, (iv) commence a voluntary case under the Federal Bankruptcy Code (as now or hereafter in effect), (v) file a petition seeking to take advantage of any other law relating to bankruptcy, insolvency, reorganization, winding-up, or composition or adjustment of debts, (vi) fail to controvert in a timely and appropriate manner, or acquiesce in writing to, any petition filed against it in an involuntary case under the Federal Bankruptcy Code or applicable state bankruptcy laws or (vii) take any corporate action for the purpose of effecting any of the foregoing; or b. Default in the performance of any other obligation under this Note, the Purchase Agreement, the security agreements or any other document issued or executed in connection with this Note and such failure continues for ten (10) days after written notice to Borrower. If any Event of Default shall occur, occur under Section 4(a), then, at the Balance and Accrued Interest hereunder shall become immediately due and payable without any time thereafter while such notice, declaration or other act on the part of the Holder. If any Event of Default is shall occur and be continuing, the Holder by written notice to the Borrower may declare the Balance to be immediately due and payable. payable and shall have all of the rights and remedies of a secured party under the UCC and other applicable laws with respect to all of the collateral security granted to the Holder pursuant to the security documents entered into in connection with the Purchase Agreement.
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Events of Default. Each of the following shall constitute an "Event of Default" hereunder: a. (a) The Borrower shall fail to pay any principal, interest or other amount payable hereunder on the applicable due date; (b) The Borrower shall (i) voluntarily terminate operations or apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee or liquidator in respect of such Borrower, as the case may be, Borrower or of all or a substantial part of the assets of such the Borr...ower, as the case may be, (ii) admit in writing its inability, to pay debts as the debts become due, (iii) make a general assignment for the benefit of its creditors, (iv) commence a voluntary case under the Federal Bankruptcy Code (as now or hereafter in effect), (v) file a petition seeking to take advantage of any other law relating to bankruptcy, insolvency, reorganization, winding-up, or composition or adjustment of debts, (vi) fail to controvert in a timely and appropriate manner, or acquiesce in writing to, any petition filed against it in an involuntary case under the Federal Bankruptcy Code or applicable state bankruptcy laws or (vii) take any corporate action for the purpose of effecting any of the foregoing; or b. (c) Default in the performance of any other obligation under this Note or the Subscription Agreement and such failure continues for ten (10) five (5) days after written notice to Borrower. Borrower; or (d) Any representation, warranty or statement made or furnished to the Lender by or on behalf of the Borrower proves to be false or erroneous in a material respect when made or furnished. If any Event of Default shall occur, then, at any time thereafter while such Event of Default is continuing, the Holder Lender by written notice to the Borrower (the "Default Notice") may declare the Balance entire unpaid principal amount of this Note, together with all accrued and unpaid interest thereon, to be immediately due and payable. payable immediately.
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ORANGEHOOK, INC. contract
Events of Default. Each of the following occurrences is hereby defined as an "Event of Default": a. Nonpayment. The Issuer shall fail to make any payment of principal, interest, or other amounts payable hereunder when and as due, and at least ten (10) days have elapsed since Holder has demanded such payment without cure by the Issuer; or b. Dissolutions, etc. The Issuer or any subsidiary shall fail to comply with any provision concerning its existence or any prohibition against dissolution, liquidation, merger, co...nsolidation or sale of assets; or c. Noncompliance with this Agreement. The Issuer shall fail to comply in any material respect with any provision hereof, which failure does not otherwise constitute an Event of Default, and such failure shall continue for ten (10) days after the occurrence of such failure; or d. Bankruptcy. Any bankruptcy, insolvency, reorganization, arrangement, readjustment, liquidation, dissolution, or similar proceeding, domestic or foreign, is instituted by or against the Issuer or any of its subsidiaries, or the Issuer or any of its subsidiaries shall take any step toward, or to authorize, such a proceeding; or e. Insolvency. The Issuer shall make a general assignment for the benefit of its creditors, shall enter into any composition or similar agreement, or shall suspend the transaction of all or a substantial portion of its usual business.
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BIOLARGO, INC. contract
Events of Default. Each of the following occurrences is hereby defined as an "Event of Default": a. Nonpayment. The Issuer shall fail to make any payment of principal, interest, or other amounts payable hereunder when and as due, and at least ten (10) days have elapsed since Holder has demanded such payment without cure by the Issuer; or b. Dissolutions, etc. The Issuer or any subsidiary shall fail to comply with any provision concerning its existence or any prohibition against dissolution, liquidation, merger, co...nsolidation or sale of assets; or c. Noncompliance with this Agreement. The Issuer shall fail to comply in any material respect with any provision hereof, which failure does not otherwise constitute an Event of Default, and such failure shall continue for ten (10) days after the occurrence of such failure; or d. Bankruptcy. Any bankruptcy, insolvency, reorganization, arrangement, readjustment, liquidation, dissolution, or similar proceeding, domestic or foreign, is instituted by or against the Issuer or any of its subsidiaries, or the Issuer or any of its subsidiaries shall take any step toward, or to authorize, such a proceeding; or e. Insolvency. The Issuer shall make a general assignment for the benefit of its creditors, shall enter into any composition or similar agreement, or shall suspend the transaction of all or a substantial portion of its usual business. Upon the occurrence of an Event of Default, the Holder may convert all or any amount due under the Note at a lower price than the Conversion Price pursuant to the provisions of Section 9 ("Redemption at Maturity if no Qualified Financing") by delivering a notice to Issuer of such election and otherwise complying with the provisions of Section 4 ("Conversion by Holder").
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BIOLARGO, INC. contract
Events of Default. If the Company shall (a) fail to make any payment due hereunder and such failure shall continue unremedied for a period of fifteen (15) days following receipt of written notice thereof from the Holder; (b) admit in writing its inability to pay its debts generally as they mature; (c) make a general assignment for the benefit of creditors; (d) be adjudicated a bankrupt or insolvent; (e) file a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors; (f) ta...ke advantage of any bankruptcy, insolvency or readjustment of debt law or statute or file an answer admitting the material allegations of a petition filed against it in any proceeding under any such law; (g) apply for or consent to the appointment of a receiver, trustee or liquidator for all or substantially all of its assets; or (h) have an involuntary case commenced against it under the Federal bankruptcy laws, which case is not dismissed or stayed within sixty (60) days (each an "Event of Default"), then, at any time thereafter and unless such Event of Default shall have been cured or shall have been waived in writing by the Holder, the Holder may, by written notice to the Company, declare the entire unpaid principal amount of this Note then outstanding, together with accrued interest thereon, to be forthwith due and payable, whereupon the same shall become forthwith due and payable.
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Events of Default. If (a) the Company shall (a) fail to make any payment due hereunder pay the outstanding principal balance of this Note, and such failure accrued interest thereon, on the Maturity Date; (b) the Company shall continue unremedied for a period of fifteen (15) days following receipt of written notice thereof from the Holder; (b) admit in writing its inability to pay its debts generally as they mature; (c) make a general assignment for the benefit of creditors; (d) (c) the Company shall be adjudicated... a bankrupt or insolvent; (e) (d) the Company shall file a voluntary petition in bankruptcy or a petition or an answer seeking an arrangement with creditors; (f) (e) the Company shall take advantage of any bankruptcy, insolvency or readjustment of debt law or statute or file an answer admitting the material allegations of a petition filed against it in any proceeding under any such law; (g) (f) the Company shall apply for or consent to the appointment of a receiver, trustee or liquidator for all or substantially all of its assets; or (h) (g) the Company shall have an involuntary case commenced against it under the Federal bankruptcy laws, which case is not dismissed or stayed within sixty (60) days (each an "Event of Default"), then, at any time thereafter and unless such Event of Default shall have been cured or shall have been waived in writing by the Holder, the Holder may, by written notice to the Company, declare the entire unpaid principal amount of this Note then outstanding, together with accrued interest thereon, to be forthwith due and payable, whereupon the same shall become forthwith due and payable.
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Events of Default. The term "Event of Default" shall mean any of the events set forth in this Section 3: (a) the Company shall default in the performance of, or violate any material covenants and agreements contained in this Note or the Subscription Agreement, including without limitation, the failure to pay amounts due under this Note on its Maturity Date, or any of the other Notes on their Maturity Date; (b) any representation, warranty or certification made by or on behalf of the Company in this Note or the Sub...scription Agreement shall have been incorrect in any material respect when made; (c) there shall be a dissolution, termination of existence, suspension or discontinuance of the Company's business for a continuous period of twenty (20) days or it ceases to operate as going concern; (d) if the Company shall: (i) admit in writing its inability to pay its debts generally as they become due; (ii) file a petition in bankruptcy or a petition to take advantage of any insolvency act; (iii) consent to the appointment of a receiver, trustee, custodian or similar official, for the Company or any material portion of the property or assets of the Company; (iv) on a petition in bankruptcy filed against it, be adjudicated a bankrupt; or (v) file a petition or answer seeking reorganization or arrangement under the federal bankruptcy laws or any other applicable law or statute of the United States of America or any State, district or territory thereof; (e) if a court of competent jurisdiction shall enter an order, judgment, or decree appointing, without the consent of the Company, a receiver of the whole or any substantial part of the Company's assets, and such order, judgment or decree shall not be vacated or set aside or stayed within sixty (60) days from the date of entry thereof; (f) if, under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction shall assume custody or control of the whole or any substantial part of the Company's assets and such custody or control shall not be terminated or stayed within sixty (60) days from the date of assumption of such custody or control; or 3 (g) the Company shall default in any of its obligations under any other promissory note, indenture or any mortgage, credit agreement or other facility, indenture agreement, factoring agreement or other instrument under which there may be issued, or by which there may be secured or evidenced any indebtedness for borrowed money or money due under any long term leasing or factoring arrangement of the Company in an amount exceeding $50,000, whether such indebtedness now exists or shall hereafter be created and such default shall result in such indebtedness becoming or being declared due and payable prior to the date on which it would otherwise become due and payable. If any Event of Default described in clause (d) of Section 3 shall occur, the Principal Amount of this Note, together with all accrued and unpaid Interest shall automatically be and become immediately due and payable, without notice or demand. If any Event of Default (other than any Event of Default described in clause (d) of Section 3) shall occur for any reason, whether voluntary or involuntary, the Holder may, upon written notice to the Company, declare all or any portion of the outstanding Principal Amount, together with all accrued and unpaid Interest, to be due and payable, whereupon the full unpaid Principal Amount hereof, together with all accrued and unpaid Interest shall be so declared due and payable shall be and become immediately due and payable if default is not cured by the Company within ten (10) business days of receipt of written notice, without further notice, demand, or presentment.
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Events of Default. The term "Event of Default" shall mean any of the events set forth in this Section 3: (a) the Company shall default in the performance of, or violate any material covenants and agreements contained in this Note Note, the Revolving Credit Agreement or the Subscription Agreement, Security Agreement (as defined under the Revolving Credit Agreement), including without limitation, the failure to pay amounts due under this Note on its Maturity Date, or any of the other Notes on their Maturity Date; (b...) any representation, warranty or certification made by or on behalf of the Company in this Note Note, the Revolving Credit Agreement or the Subscription Security Agreement shall have been incorrect in any material respect when made; (c) there shall be a dissolution, termination of existence, suspension or discontinuance of the Company's business for a continuous period of twenty (20) 60 days or it ceases to operate as going concern; 1 (d) if the Company shall: (i) admit in writing its inability to pay its debts generally as they become due; (ii) file a petition in bankruptcy or a petition to take advantage of any insolvency act; (iii) convey any material portion of the assets of the Company to a trustee, mortgage or liquidating agent or make an assignment for the benefit of creditors; (iv) consent to the appointment of a receiver, trustee, custodian or similar official, for the Company or any material portion of the property or assets of the Company; (iv) (v) on a petition in bankruptcy filed against it, be adjudicated a bankrupt; or (v) (vi) file a petition or answer seeking reorganization or arrangement under the federal bankruptcy laws or any other applicable law or statute of the United States of America or any State, district or territory thereof; (e) if a court of competent jurisdiction shall enter an order, judgment, or decree appointing, without the consent of the Company, a receiver of the whole or any substantial part of the Company's assets, and such order, judgment or decree shall not be vacated or set aside or stayed within sixty (60) 60 days from the date of entry thereof; (f) if, under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction shall assume custody or control of the whole or any substantial part of the Company's assets and such custody or control shall not be terminated or stayed within sixty (60) 60 days from the date of assumption of such custody or control; or 3 (g) the Company shall default in any of its obligations under any other promissory note, indenture or any mortgage, credit agreement or other facility, indenture agreement, factoring agreement or other instrument under which there may be issued, or by which there may be secured or evidenced any indebtedness for borrowed money or money due under any long term leasing or factoring arrangement of the Company in an amount exceeding $50,000, $100,000, whether such indebtedness now exists or shall hereafter be created and such default shall result in such indebtedness becoming or being declared due and payable prior to the date on which it would otherwise become due and payable. payable; or (h) upon the (i) the merger or consolidation of Company (other than one in which stockholders of Company own a majority by voting power of the outstanding shares of the surviving or acquiring corporation); or (ii) a sale, lease, transfer, exclusive license or other disposition of all or substantially all of the assets of Company). If any Event of Default described in clause (d) of Section 3 shall occur, the Principal Amount of this Note, together with all accrued and unpaid Interest shall automatically be and become immediately due and payable, without notice or demand. If any Event of Default (other than any Event of Default described in clause (d) of Section 3) shall occur for any reason, whether voluntary or involuntary, the Holder Holder, may, upon written notice to the Company, declare all or any portion of the outstanding Principal Amount, together with all accrued and unpaid Interest, to be due and payable, whereupon the full unpaid Principal Amount hereof, 2 together with all accrued and unpaid Interest shall be so declared due and payable shall be and become immediately due and payable if default is not cured by the Company within ten (10) 10 business days of receipt of written notice, without further notice, demand, or presentment.
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Events of Default. The term "Event of Default" shall mean any of the events set forth in this Section 3: (a) the Company shall default in the performance of, or violate any material covenants and agreements contained in this Note or the Subscription Agreement, Note, including without limitation, the failure to pay the amounts due under this Note on its Maturity Date, or any of the other Notes on their Maturity Date; a monthly basis; (b) any representation, warranty or certification made by or on behalf of the Comp...any in this Note or the Subscription Agreement shall have been incorrect in any material respect when made; (c) there shall be a dissolution, termination of existence, suspension or discontinuance of the Company's business for a continuous period of twenty (20) forty-five (45) days or it ceases to operate as going concern; (d) (c) if the Company shall: (i) admit in writing its inability to pay its debts generally as they become due; (ii) file a voluntary petition in bankruptcy or a petition to take advantage of any insolvency act; (iii) convey any material portion of the assets of the Company to a trustee, mortgage or liquidating agent or make an assignment for the benefit of creditors; (iv) consent to the appointment of a receiver, trustee, custodian or similar official, for the Company or any material portion of the property or assets of the Company; (iv) (v) on a petition in bankruptcy filed against it, be adjudicated a bankrupt; or (v) 1 (vi) file a petition or answer seeking reorganization or arrangement under the federal bankruptcy laws or any other applicable law or statute of the United States of America or any State, district or territory thereof; (e) or (vii) if a court of competent jurisdiction shall enter an order, judgment, or decree appointing, without the consent of the Company, a receiver of the whole or any substantial part of the Company's assets, and such order, judgment or decree shall not be vacated or set aside or stayed within sixty (60) 60 days from the date of entry thereof; (f) if, under the provisions of any other law for the relief or aid of debtors, any court of competent jurisdiction shall assume custody or control of the whole or any substantial part of the Company's assets and such custody or control shall not be terminated or stayed within sixty (60) days from the date of assumption of such custody or control; or 3 (g) the Company shall default in any of its obligations under any other promissory note, indenture or any mortgage, credit agreement or other facility, indenture agreement, factoring agreement or other instrument under which there may be issued, or by which there may be secured or evidenced any indebtedness for borrowed money or money due under any long term leasing or factoring arrangement of the Company in an amount exceeding $50,000, whether such indebtedness now exists or shall hereafter be created and such default shall result in such indebtedness becoming or being declared due and payable prior to the date on which it would otherwise become due and payable. thereof. If any Event of Default described in clause (d) (c) of Section 3 shall occur, the Principal Amount of this Note, together with all accrued and unpaid Interest shall automatically be and become immediately due and payable, without notice or demand. If any Event of Default (other than any Event of Default described in clause (d) (c) of Section 3) shall occur for any reason, whether voluntary or involuntary, the Holder Holder, may, upon written notice to the Company, declare all or any portion of the outstanding Principal Amount, together with all accrued and unpaid Interest, to be due and payable, whereupon the full unpaid Principal Amount hereof, together with all accrued and unpaid Interest shall be so declared due and payable shall be and become immediately due and payable if the default is not cured by the Company within ten (10) business three (3) days of receipt of written notice, except that notice for any payment default shall not be required to be given any more than two (2) times in any twelve (12) months period, without further notice, demand, or presentment.
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Found in
Level Brands, Inc. contract
Events of Default. The occurrence of an Event of Default (as defined in the Loan Agreement) shall be an Event of Default hereunder.
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Found in
Ecoark Holdings, Inc. contract
Events of Default. The occurrence of an Event of Default (as defined in the Loan Agreement) shall be constitute an Event event of Default hereunder. default under this Agreement.
Found in
SPAR GROUP INC contract
Events of Default. The occurrence of an any Event of Default (as defined in the Loan Agreement) shall be constitute an Event of Default hereunder.
Found in
Owens Realty Mortgage, Inc. contract
Events of Default. If an Event of Default (as defined herein or below) occurs (unless all Events of Default have been cured or waived by Holder), Holder may, by written notice to the Company, declare the principal amount then outstanding of, and the accrued interest and all other amounts payable on, this Note to be immediately due and payable. The following events shall constitute Events of Default ("Events of Default") under this Note, and/or any other Event of Default defined elsewhere in this Note shall occur: ...(a) the Company shall fail to pay, when and as due, the Principal or interest payable hereunder (or under any other outstanding Convertible Note issued by the Company and held by Holder); or (b) If there shall exist final judgments against the Company aggregating in excess of One Hundred Thousand Dollars ($100,000) and if any one of such judgments shall have been outstanding for any period of forty-five (45) days or more from the date of its entry and shall not have been discharged in full, released or stayed pending appeal; or (c) the Company shall have breached in any respect any term, condition, warrant, representation or covenant in this Note or the Note Purchase Agreement, and, with respect to breaches capable of being cured, such breach shall not have been cured within fifteen (15) days following the receipt of written notice of such breach by the Holder to the Company; or (d) the Company shall fail to comply with the reporting requirements of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), at any time the Company is subject to the Exchange Act; or (e) the Company shall cease to be subject to the reporting requirements of the Exchange Act; or (f) the Company shall: (i) make an assignment for the benefit of creditors, file a petition in bankruptcy, petition or apply to any tribunal for the appointment of a custodian, receiver or a trustee for it or a substantial portion of its assets; (ii) commence any proceeding under any bankruptcy, reorganization, arrangement, readjustment of debt, dissolution or liquidation or statute of any jurisdiction, whether now or hereafter in effect; (iii) have filed against it any such petition or application in which an order for relief is entered or which remains undismissed for a period of ninety (90) days or more; (iv) indicate its consent to, approval of or acquiescence in any such petition, application, proceeding or order for relief or the appointment of a custodian, receiver or trustee for it or a substantial portion of its assets; or (v) suffer any such custodianship, receivership or trusteeship to continue undischarged for a period of ninety (90) days or more; or (g) the Company shall take any action authorizing, or in furtherance of, any of the foregoing. Convertible Promissory Note Second Tranche Note 1 In case any one or more Events of Default shall occur and be continuing, Holder may proceed to protect and enforce its rights by an action at law, suit in equity or other appropriate proceeding, whether for the specific performance of any agreement contained herein or for an injunction against a violation of any of the terms hereof, or in aid of the exercise of any power granted hereby or thereby or by law or otherwise. In case of a default in the payment of any principal of or premium, if any, or interest on this Note, the Company will pay to Holder such further amount as shall be sufficient to cover the reasonable cost and expenses of collection, including, without limitation, reasonable attorneys' fees, expenses and disbursements. No course of dealing and no delay on the part of Holder in exercising any right, power or remedy shall operate as a waiver thereof or otherwise prejudice Holder's rights, powers or remedies. No right, power or remedy conferred by this Note upon Holder shall be exclusive of any other right, power or remedy referred to herein or therein or now or hereafter available at law, in equity, by statute or otherwise.
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CAMBER ENERGY, INC. contract
Events of Default. If an Event of Default (as defined herein or below) occurs (unless all Events of Default have been cured or waived by Holder), Holder may, by written notice to the Company, declare the principal amount then outstanding of, and the accrued interest take any and all other amounts payable on, this Note to be immediately due and payable. actions provided for in the Security Agreement. The following events shall constitute Events events of Default default ("Events of Default") under this Note, and/or... any other Event Events of Default defined elsewhere in this Note shall occur: (a) the Company shall fail to pay, when and as due, the Principal or interest payable hereunder (or under any other outstanding Convertible Note issued by the Company and held by Holder); or (b) If there shall exist final judgments against the Company aggregating in excess of One Hundred Thousand Dollars ($100,000) and if any one of such judgments shall have been outstanding for any period of forty-five (45) days or more from the date of its entry and shall not have been discharged in full, released or stayed pending appeal; or (c) the Company shall have breached in any respect any term, condition, warrant, representation or material covenant in this Note or the Note Purchase Agreement, Note, and, with respect to breaches capable of being cured, such breach shall not have been cured within fifteen (15) ten (10) days following the receipt of written notice of such breach by the Holder to the Company; or (d) the Company shall fail to comply with the reporting requirements of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), at any time the Company is subject to the Exchange Act; or (e) the Company shall cease to be subject to the reporting requirements of the Exchange Act; or (f) (b) the Company shall: (i) make an assignment for the benefit of creditors, file a petition in bankruptcy, petition or apply to any tribunal for the appointment of a custodian, receiver or a trustee for it or a substantial portion of its assets; (ii) commence any proceeding under any bankruptcy, reorganization, arrangement, readjustment of debt, dissolution or liquidation or statute of any jurisdiction, whether now or hereafter in effect; (iii) have filed against it any such petition or application in which an order for relief is entered or which remains undismissed for a period of ninety (90) days or more; (iv) indicate its consent to, approval of or acquiescence in any such petition, application, proceeding or order for relief or the appointment of a custodian, receiver or trustee for it or a substantial portion of its assets; or (v) suffer any such custodianship, receivership or trusteeship to continue undischarged for a period of ninety (90) days or more; or (g) (c) the Company shall take any action authorizing, or in furtherance of, any of the foregoing. Convertible Promissory Note Second Tranche Note 1 In case any one or more Events of Default shall occur and be continuing, continuing and Holder has provided the Company written notice of such Event of Default, Holder may proceed to protect and enforce its rights by an action at law, suit in equity or other appropriate proceeding, whether for to the specific performance of any agreement contained herein or for an injunction against a violation of any of the terms hereof, or in aid of the exercise of any power granted hereby or thereby or by law or otherwise. In case of a default Security Interest in the payment of Collateral as defined in the Security Agreement entered into by the parties together herewith, but shall not have any principal of other rights hereunder or premium, if any, or interest on this Note, any other recourse against the Company will pay to Holder such further amount as shall be sufficient to cover the reasonable cost and expenses of collection, including, without limitation, reasonable attorneys' fees, expenses and disbursements. No course of dealing and no delay on the part of Holder in exercising any right, power or remedy shall operate as a waiver thereof or otherwise prejudice Holder's rights, powers or remedies. No right, power or remedy conferred by this Note upon Holder shall be exclusive of any other right, power or remedy referred to herein or therein or now or hereafter available at law, in equity, by statute or otherwise. its assets.
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Probility Media Corp contract
Events of Default. In the event of any failure to pay this Note when due; or the Company shall be in breach of or default under any agreement with the Holder; or the Company shall commence any case, proceeding or other action under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization, or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it as bankrupt or insolvent, or seeking reorganization,... arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to its debts, or seeking appointment of a receiver, custodian, trustee or other similar official for it or for all or any substantial part of its assets; or there shall be commenced against the Company, any case, proceeding or other action which results in the entry of an order for relief or any such adjudication or appointment remains undismissed, undischarged or unbounded for a period of 30 days after service upon the Company; or there shall be commenced against the Company, any case, proceeding or other action seeking issuance of a warrant of attachment, execution, restraint or similar process against all or any substantial part of its assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within 10 days from the entry thereof after service upon the Company; or the Company shall make an assignment for the benefit of creditors; or the Company shall take any action indicating its consent to, approval of, or acquiescence in, or in furtherance of, any of the foregoing; then, or any time thereafter during the continuance of any of such events, the entire unpaid balance of this Note then outstanding, together with accrued interest thereon, if any, shall be and become immediately due and payable without notice of demand by Holder.
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Found in
ECOSPHERE TECHNOLOGIES INC contract
Events of Default. In the event of any failure to pay this Note when due; or the Company shall be in breach of or default under any agreement with the Holder; or the Company shall commence any case, proceeding or other action under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization, or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it as bankrupt or insolvent, or seeking reorganization,... arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to its debts, or seeking appointment of a receiver, custodian, trustee or other similar official for it or for all or any substantial part of its assets; or there shall be commenced against the Company, any case, proceeding or other action which results in the entry of an order for relief or any such adjudication or appointment remains undismissed, undischarged or unbounded for a period of 30 days after service upon the Company; or there shall be commenced against the Company, any case, proceeding or other action seeking issuance of a warrant of attachment, execution, restraint or similar process against all or any substantial part of its assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within 10 days from the entry thereof after service upon the Company; or the Company shall make an assignment for the benefit of creditors; or the Company shall take any action indicating its consent to, approval of, or acquiescence in, or in furtherance of, any of the foregoing; then, or any time thereafter during the continuance of any of such events, the entire unpaid balance of this Note then outstanding, together with accrued interest thereon, if any, shall be and become immediately due and payable without notice of demand by Holder. 3 4. Investment Intent. The Holder, by acceptance of this Note, warrants and represents that it is acquiring this Note and the underlying common stock for its own account, for investment and not with a view to, or for resale in connection with, the distribution thereof. The Holder has no present intention of reselling or distributing them after any period of time. The acquisition of the securities for investment is consistent with Holder's financial needs.
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ECOSPHERE TECHNOLOGIES INC contract
Events of Default. The occurrence of any one or more of the following, shall constitute an "Event of Default": (a) Failure by Borrower to make: (i) any payment of principal or interest under the Term Loan Note when due, or (ii) any other payment under the Term Loan Documents when due or, if no date is stated, five (5) days after demand (or such shorter period as may be expressly provided for herein or therein). 16 (b) Failure by Borrower to perform or cause to be performed any other obligation or observe any other... condition, covenant, term, agreement or provision required to be performed or observed by Borrower contained in this Agreement and not specifically referred to elsewhere in this Section 8; provided, however, that if such failure by its nature can be cured, then so long as the priority, validity and enforceability of the liens created by this Agreement, or any of the other Term Loan Documents is not impaired, threatened or jeopardized, then Borrower shall have a period ("Cure Period") of thirty (30) days after Borrower obtains actual knowledge of such failure or receives written notice of such failure to cure the same and an Event of Default shall not be deemed to exist during the Cure Period (provided, however, such period shall be limited to ten (10) days if such failure can be cured by the payment of money), provided further that if Borrower commences to cure such failure during the Cure Period and is diligently and in good faith attempting to effect such cure, the Cure Period shall be extended for thirty (30) additional days, but in no event shall the Cure Period be longer than sixty (60) days in the aggregate. (c) The existence of any material inaccuracy or untruth in any representation or warranty contained in this Agreement or any other Term Loan Documents, or of any statement or certification as to facts delivered to Lender by or on behalf of Borrower. (d) Borrower or any of its successors or permitted assigns, shall: (i) file a voluntary petition in bankruptcy or an arrangement or reorganization under any federal or state bankruptcy, insolvency or debtor relief law or statute (hereinafter referred to as a "Bankruptcy Proceeding"); (ii) file any answer in any Bankruptcy Proceeding or any other action or proceeding admitting insolvency or inability to pay his, her or its debts; (iii) fail to oppose, or fail to obtain a vacation or stay of, any involuntary Bankruptcy Proceeding within sixty (60) days after the filing thereof; (iv) solicit or cause to be solicited petitioning creditors for any involuntary Bankruptcy Proceeding against Borrower; (v) be granted a decree or order for relief, or be adjudicated a bankrupt or declared insolvent in any Bankruptcy Proceeding, whether voluntary or involuntary; (vi) have a trustee or receiver appointed for or have any court take jurisdiction of its property, or the major part thereof, in any voluntary or involuntary proceeding for the purpose of reorganization, arrangement, dissolution or liquidation, and, with respect to an involuntary proceeding only, such trustee or receiver is not discharged or such jurisdiction is not relinquished, vacated or stayed on appeal or otherwise, within sixty (60) days after the commencement thereof; (vii) make an assignment for the benefit of creditors; (viii) consent to any appointment of a receiver or trustee or liquidator of all of its property, or the major part thereof; or 17 (ix) have an attachment or execution levied with respect to, or other judicial seizure be effected for, all or substantially all of its assets. (e) The assignment or attempted assignment of this Agreement by Borrower without Lender's prior written consent. (f) The occurrence of a material adverse change in the financial condition of Borrower. (g) The occurrence of an Event of Default under any of the other Term Loan Documents. (h) The existence of any fraud, dishonesty or bad faith by or with the acquiescence of Borrower which in any way relates to or affects the Term Loan. (i) The occurrence of a default under any other loan in excess $250,000 under which Borrower is obligated.
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Found in
SOCIAL REALITY, Inc. contract
Events of Default. The occurrence of any one or more of the following, shall constitute an "Event of Default": (a) Failure by Borrower to make: (i) any payment of principal or interest under the Term Loan Note when due, or (ii) any other payment under the Term Loan Documents when due or, if no date is stated, five (5) days after demand (or such shorter period as may be expressly provided for herein or therein). 16 (b) Failure by Borrower to perform or cause to be performed any other obligation or observe any other... condition, covenant, term, agreement or provision required to be performed or observed by Borrower contained in this Agreement and not specifically referred to elsewhere in this Section 8; provided, however, that if such failure by its nature can be cured, then so long as the priority, validity and enforceability of the liens created by this Agreement, or any of the other Term Loan Documents is not impaired, threatened or jeopardized, then Borrower shall have a period ("Cure Period") of thirty (30) days after Borrower obtains actual knowledge of such failure or receives written notice of such failure to cure the same and an Event of Default shall not be deemed to exist during the Cure Period (provided, however, such period shall be limited to ten (10) days if such failure can be cured by the payment of money), provided further that if Borrower commences to cure such failure during the Cure Period and is diligently and in good faith attempting to effect such cure, the Cure Period shall be extended for thirty (30) additional days, but in no event shall the Cure Period be longer than sixty (60) days in the aggregate. money). 14 (c) The existence of any material inaccuracy or untruth in any representation or warranty contained in this Agreement or any other Term Loan Documents, or of any statement or certification as to facts delivered to Lender by or on behalf of Borrower. (d) Borrower or any of its successors or permitted assigns, shall: (i) file a voluntary petition in bankruptcy or an arrangement or reorganization under any federal or state bankruptcy, insolvency or debtor relief law or statute (hereinafter referred to as a "Bankruptcy Proceeding"); (ii) file any answer in any Bankruptcy Proceeding or any other action or proceeding admitting insolvency or inability to pay his, her or its debts; (iii) fail to oppose, or fail to obtain a vacation or stay of, any involuntary Bankruptcy Proceeding within sixty (60) days after the filing thereof; (iv) solicit or cause to be solicited petitioning creditors for any involuntary Bankruptcy Proceeding against Borrower; (v) be granted a decree or order for relief, or be adjudicated a bankrupt or declared insolvent in any Bankruptcy Proceeding, whether voluntary or involuntary; (vi) have a trustee or receiver appointed for or have any court take jurisdiction of its property, or the major part thereof, in any voluntary or involuntary proceeding for the purpose of reorganization, arrangement, dissolution or liquidation, and, with respect to an involuntary proceeding only, such trustee or receiver is not discharged or such jurisdiction is not relinquished, vacated or stayed on appeal or otherwise, within sixty (60) days after the commencement thereof; (vii) make an assignment for the benefit of creditors; (viii) consent to any appointment of a receiver or trustee or liquidator of all of its property, or the major part thereof; or 17 (ix) have an attachment or execution levied with respect to, or other judicial seizure be effected for, all or substantially all of its assets. (e) The assignment or attempted assignment of this Agreement by Borrower without Lender's prior written consent. (f) The occurrence of a material adverse change in the financial condition of Borrower. (g) The occurrence of an Event of Default under any of the other Term Loan Documents. 15 (h) The existence of any fraud, dishonesty or bad faith by or with the acquiescence of Borrower which in any way relates to or affects the Term Loan. (i) The occurrence of a default under any other loan in excess $250,000 under which Borrower is obligated.
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Found in
Jensyn Acquisition Corp. contract
