An Event of Servicer Termination shall not affect the rights and duties of the parties hereunder other than those relating to the management, administration, servicing, custody or collection of the Contracts or the payment of certain expenses by the successor Servicer, in each case, as expressly set forth herein.
An Event of Default shall be cured only when Assignor shall have paid and satisfied in full all Obligations and other sums owing and past due and shall have performed all other terms, covenants and conditions, the failure of performance of which terminated the license herein above mentioned, or shall have received a written waiver from Assignee of such Event of Default.
An Event of Default under this Guarantee will occur upon the failure of the Guarantor to perform any of its payment or other obligations hereunder. The Holders of a Majority in liquidation amount of the Capital Securities may, voting or consenting as a class, on behalf of the Holders of all of the Capital Securities, waive any past Event of Default and its consequences. Upon such waiver, any such Event of Default shall cease to exist, and shall be deemed to have been cured, for every purpose of this Guarantee, but no such waiver shall extend to any subsequent or other default or Event of Default or impair any right consequent thereon.
An Event of Default shall have occurred if from or after the date of Closing, (i) Newco fails to maintain its registrations which materially affects Newco's ability to sell or maintain franchises; (ii) subject to the cure provisions of Section 1.10 hereof, Newco fails to open or have under construction the minimum number of Microtel Hotels pursuant to Section 1.9 hereof; (iii) Newco falls to pay to the Company any amounts determined to be due hereunder; or (iv) Newco otherwise fails to fulfill its material obligations hereunder.