Common use of Automatic Termination Event Clause in Contracts

Automatic Termination Event. This SRC Agreement shall terminate automatically upon the earliest of: (i) May 31, 2018, if the Agreed Plan has not been confirmed at a GMC; (ii) September 30, 2018, if the Reorganization Court shall not have issued an order, acceptable in form and in substance to the Investors, confirming the Agreed Plan without any changes; (iii) A final, non-appealable decision, or an injunction order which is not stayed within 90 days of being issued, by a court of competent jurisdiction prohibiting the consummation of the transactions contemplated by the Agreed Plan; (iv) (A) in the event that the Debt-to-Equity Conversion shall have occurred on the terms set forth in the Agreed Plan by July 31, 2018, February 28, 2019, and (B) in the event that the Debt-to-Equity Conversion shall not have occurred on the terms set forth in the Agreed Plan by July 31, 2018, September 30, 2018 (February 28, 2019 or September 30, 2018, as the case may be, being the “Outside Date”); provided that in the event that the Outside Date is September 30, 2018 and the Company shall have provided written notice to the Investors on or before July 31, 2018 of its election to extend the Outside Date, the Outside Date shall be extended until February 28, 2019 (such extended date, the “New Outside Date”); provided, further, that in the event that the Outside Date is extended at the option of the Debtors and: A. the Closing Date occurs or this SRC Agreement is terminated: a. after September 30, 2018 and on or prior to October 31, 2018, the aggregate Commitment Fee shall be increased by R$80 million and such increased amount shall be earned on October 1, 2018; and

Automatic Termination Event. This SRC Agreement shall terminate automatically upon the earliest of: : (i) May 31, 2018, if the Agreed Plan has not been confirmed at a GMC; ; (ii) September 30, 2018, if the Reorganization Court shall not have issued an order, acceptable in form and in substance to the Investors, confirming the Agreed Plan without any changes; ; (iii) A final, non-appealable decision, or an injunction order which is not stayed within 90 days of being issued, by a court of competent jurisdiction prohibiting the consummation of the transactions contemplated by the Agreed Plan; ; (iv) (A) in the event that the Debt-to-Equity Conversion shall have occurred on the terms set forth in the Agreed Plan by July 31, 2018, February 28, 2019, and (B) in the event that the Debt-to-Equity Conversion shall not have occurred on the terms set forth in the Agreed Plan by July 31, 2018, September 30, 2018 (February 28, 2019 or September 30, 2018, as the case may be, being the “Outside Date”); provided that in the event that the Outside Date is September 30, 2018 and the Company shall have provided written notice to the Investors on or before July 31, 2018 of its election to extend the Outside Date, the Outside Date shall be extended until February 28, 2019 (such extended date, the “New Outside Date”); provided, further, that in the event that the Outside Date is extended at the option of the Debtors and: A. the Closing Date occurs or this SRC Agreement is terminated: a. after September 30, 2018 and on or prior to October 31, 2018, the aggregate Commitment Fee shall be increased by R$80 million and such increased amount shall be earned on October 1, 2018; andand b. after November 1, 2018 and on or prior to February 28, 2019, the aggregate Commitment Fee shall be increased by 1) the fee in clause (a) plus 2) R$1.00840336 million for each calendar day including November 1, 2018 to and including the Closing Date or the date of such termination; and B. If this SRC Agreement is not terminated and the Closing Date does not occur on or prior to February 28, 2019, the aggregate Commitment Fee shall be increased by R$200 million. provided, that the form of such additional Commitment Fee (i.e., the Cash Commitment Fee or the issuance of Commitment Fee Shares) to each Investor shall be determined at the option of such Investor. For the avoidance of doubt, if the Debtors do not elect to extend the Outside Date, the Commitment Fee shall not be increased.