Common use of Cure Right Clause in Contracts

Cure Right. (a) Notwithstanding anything to the contrary contained in Section 11, in the event that Borrower fails to comply with the covenants contained in Section 10.02(a) through (f) (such covenants for such applicable periods being the “Specified Financial Covenants”), Borrower shall have the right within *** of the end of the respective calendar year: (i) to issue additional shares of Equity Interests in exchange for cash (the “Equity Cure Right”), or (ii) to borrow Permitted Cure Debt (the “Subordinated Debt Cure Right” and, collectively with the Equity Cure Right, the “Cure Right”), in an amount equal to (x) two (2) multiplied by (y) the Minimum Required Revenue less Borrower’s annual Product Revenue (the “Cure Amount”). The cash therefrom immediately shall be contributed as equity or subordinated debt (only as permitted pursuant to Section 9.01), as applicable, to Borrower, and upon the receipt by Borrower of the Cure Amount pursuant to the exercise of such Cure Right, such Cure Amount shall be deemed to constitute Product Revenue of Borrower for purposes of the Specified Financial Covenants and the Specified Financial Covenants shall be recalculated for all purposes under the Loan Documents. If, after giving effect to the foregoing recalculation, Borrower shall then be in compliance with the requirements of the Specified Financial Covenants, Borrower shall be deemed to have satisfied the requirements of the Specified Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach of the Specified Financial Covenants that had occurred, the related Default and Event of Default, shall be deemed cured without any further action of Borrower or Lenders for all purposes under the Loan Documents.

Cure Right. (a) Notwithstanding anything to the contrary contained in Section 11the Lease, Tenant hereby agrees that in the event of any act, omission or default by Landlord or Landlord’s agents, employees, contractors, licensees or invitees which would give Tenant the right, either immediately or after the lapse of a period of time, to terminate the Lease, or to claim a partial or total eviction, or to reduce the rent payable thereunder or credit or offset any amounts against future rents payable thereunder, Tenant will not exercise any such right (a) until it has given written notice of such act, omission or default to Lender by delivering notice of such act, omission or default, in accordance with this Agreement; and (b) until a period of not less than thirty (30) days for remedying such act, omission or default shall have elapsed following the giving of such notice. Notwithstanding the foregoing, in the event that Borrower fails case of any default of Landlord which cannot be cured within such thirty (30) day period, if Bank shall within such period commence and diligently pursue the cure of the same (including such time as may be necessary to comply acquire possession of the Property if possession is necessary to effect such cure) and thereafter shall prosecute the curing of such default with diligence, then the time within which such default may be cured by Bank shall be extended for such period as may be reasonably necessary to complete the curing of the same with diligence. Bank’s cure of Landlord’s default shall not be considered an assumption by Bank of Landlord’s other obligations under the Lease. Unless Bank otherwise agrees in writing or becomes a New Landlord, Landlord shall remain solely liable to perform Landlord’s obligations under the Lease (but only to the extent required by and subject to the limitation included with the covenants contained in Section 10.02(a) through (f) (such covenants for such applicable periods being the “Specified Financial Covenants”Lease), Borrower shall have the right within *** of the end of the respective calendar year: (i) to issue additional shares of Equity Interests in exchange for cash (the “Equity Cure Right”), or (ii) to borrow Permitted Cure Debt (the “Subordinated Debt Cure Right” and, collectively with the Equity Cure Right, the “Cure Right”), in an amount equal to (x) two (2) multiplied by (y) the Minimum Required Revenue less Borrowerboth before and after Bank’s annual Product Revenue (the “Cure Amount”). The cash therefrom immediately shall be contributed as equity or subordinated debt (only as permitted pursuant to Section 9.01), as applicable, to Borrower, and upon the receipt by Borrower of the Cure Amount pursuant to the exercise of such Cure Rightany other right or remedy under this Agreement. If Bank or any successor or assign becomes obligated to perform as Landlord under the Lease, such Cure Amount shall person or entity will be deemed to constitute Product Revenue of Borrower for purposes of released from those obligations arising or owed after the Specified Financial Covenants and effective date on which such person or entity assigns, sells or otherwise transfers its interest in the Specified Financial Covenants shall be recalculated for all purposes under the Loan Documents. If, after giving effect to the foregoing recalculation, Borrower shall then be in compliance with the requirements of the Specified Financial Covenants, Borrower shall be deemed to have satisfied the requirements of the Specified Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach of the Specified Financial Covenants that had occurred, the related Default and Event of Default, shall be deemed cured without any further action of Borrower or Lenders for all purposes under the Loan DocumentsProperty.

Cure Right. (a) Notwithstanding anything to the contrary contained in Section 11, in the event that Borrower fails to comply with the covenants contained in Section 10.02(a10.02(a)(i) through (fvi) or Section 10.02(b) (such covenants for such applicable periods being the “Specified Financial Covenants”), Borrower shall have the right within *** 90 (ninety) days of the end of the respective calendar year: (i) to issue additional shares of Equity Interests in exchange for cash (the “Equity Cure Right”), or (ii) to borrow Permitted Cure Debt (the “Subordinated Debt Cure Right” and, collectively with the Equity Cure Right, the “Cure Right”), in an amount equal to (x) two one (21) multiplied by (y) the Minimum Required Revenue for the respective calendar year with respect to which the Cure Right is being exercised less Borrower’s the Obligors’ annual Product Revenue (the “Cure Amount”). The cash therefrom immediately shall be contributed as equity or subordinated debt (only as permitted pursuant to Section 9.01), as applicable, to Borrower, and upon the receipt by Borrower of the Cure Amount pursuant to the exercise of such Cure Right, such Cure Amount shall be deemed to constitute Product Revenue of Borrower the Obligors for purposes of the Specified Financial Covenants and the Specified Financial Covenants shall be recalculated for all purposes under the Loan Documents. If, after giving effect to the foregoing recalculation, Borrower shall then be in compliance with the requirements of the Specified Financial Covenants, Borrower shall be deemed to have satisfied the requirements of the Specified Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach of the Specified Financial Covenants that had occurred, the related Default and Event of Default, shall be deemed cured without any further action of Borrower or Lenders for all purposes under the Loan Documents. Upon the Lenders’ receipt of a notice from Borrower that it intends to exercise the Cure Right with respect to Section 10.02(a) or (b) (the “Notice of Intent to Cure”), then, so long as no other Event of Default then exists and solely with respect to Borrower’s exercise of the Equity Cure Right and Subordinated Debt Cure Right, through the 90th day subsequent to the calendar year to which such Notice of Intent to Cure relates, neither Administrative Agent nor any Lender shall exercise the right to accelerate the Loans or terminate the Commitments and neither Administrative Agent nor any Lender shall exercise any right to 137168310 v21 foreclose on or take possession of the Collateral solely on the basis of an Event of Default having occurred and being continuing under Section 10.02(a) or (b) in respect of such calendar year; provided that, if Borrower fails to raise the Cure Amount on or before the 90th day subsequent to the calendar year to which such Notice of Intent to Cure relates, the applicable breach of the Specified Financial Covenants, the related Default and Event of Default, shall be deemed to have occurred as of the day following the last day of such calendar year and the Default Rate shall be deemed to have been implemented as of such date.

Cure Right. (a) Notwithstanding anything to the contrary contained in Section 11, in the event that the Borrower fails to comply with the covenants contained in Section 10.02(a) through (fe) (such covenants for such applicable periods being the “Specified Financial Covenants”), Borrower shall have the right within *** of 90 (ninety) days after the end of the respective calendar year: (i) to issue additional shares of Equity Interests in exchange for cash (the “Equity Cure Right”), orand/or (ii) to borrow Permitted Cure Debt (the “Subordinated Debt Cure Right” and, collectively with the Equity Cure Right, the “Cure Right”), in an aggregate amount equal to (x) two (2) multiplied by (y) the applicable Minimum Required Revenue less Borrower’s actual annual Product Revenue over the relevant testing period for the applicable Minimum Required Revenue (the “Cure Amount”). The cash therefrom immediately shall be contributed as equity or subordinated debt (only as permitted pursuant to Section 9.01), as applicable, to Borrower, and upon the receipt by Borrower of the Cure Amount pursuant to the exercise of such Cure Right, such Cure Amount shall be deemed to constitute Product Revenue of Borrower in such period for purposes of the Specified Financial Covenants and the Specified Financial Covenants shall be recalculated for all purposes under the Loan Documents. If, after giving effect to the foregoing recalculation, Borrower shall then be in compliance with the requirements of the Specified Financial Covenants, Borrower shall be deemed to have satisfied the requirements of the Specified Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach of the Specified Financial Covenants that had occurred, the related Default and Event of Default, shall be deemed cured without any further action of Borrower or Lenders for all purposes under the Loan Documents.

Cure Right. (a) Notwithstanding anything Mortgagee has no duty to cure any defaults under this Agreement by ▇▇▇▇▇▇▇, but the contrary contained in Section 11, in the event that Borrower fails to comply with the covenants contained in Section 10.02(a) through (f) (such covenants City shall accept cure by Mortgagee and for such applicable periods being purpose the “Specified Financial Covenants”), Borrower City and ▇▇▇▇▇▇▇ hereby authorize such Mortgagee to enter upon the Property and to exercise any of such Mortgagee’s rights and powers under this Agreement. The time for Mortgagee’s cure of any ▇▇▇▇▇▇▇ Event of Default shall have be extended for 60 days beyond the right within *** later to occur of the end of the respective calendar year: (i) the period of cure granted to issue additional shares of Equity Interests in exchange for cash (the “Equity Cure Right”), or ▇▇▇▇▇▇▇ and (ii) to borrow Permitted Cure Debt (the “Subordinated Debt Cure Right” and, collectively with the Equity Cure Right, the “Cure Right”), in an amount equal to (x) two (2) multiplied by (y) the Minimum Required Revenue less Borrower’s annual Product Revenue (the “Cure Amount”). The cash therefrom immediately shall be contributed as equity or subordinated debt (only as permitted pursuant to Section 9.01), as applicable, to Borrower, and upon the receipt by Borrower of the Cure Amount pursuant to the exercise date notice of such Cure Rightdefault is received by Mortgagee; provided however, if a ▇▇▇▇▇▇▇ Event of Default is not susceptible of cure within such Cure Amount 60 day period, Mortgagee shall be deemed have such additional time as is necessary to constitute Product Revenue of Borrower for purposes of the Specified Financial Covenants and the Specified Financial Covenants shall be recalculated for all purposes under the Loan Documents. If, after giving effect to the foregoing recalculation, Borrower shall then be in compliance with the requirements of the Specified Financial Covenants, Borrower shall be deemed to have satisfied the requirements of the Specified Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at cure such date, and the applicable breach of the Specified Financial Covenants that had occurred, the related Default and ▇▇▇▇▇▇▇ Event of Default, but in no event longer than a total of 120 days. If a ▇▇▇▇▇▇▇ Event of Default exists, Mortgagee may, at its election, acquire title to ▇▇▇▇▇▇▇’▇ estate in the Property or ▇▇▇▇▇▇▇’▇ interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) of a Mortgage, and the time period for Mortgagee’s cure shall be deemed cured without any further action tolled during the pendency of Borrower such title acquisition proceedings; provided, however, that if Mortgagee elects to foreclose or Lenders for all purposes take a deed-in-lieu of foreclosure in order to obtain title and cure, Mortgagee shall first give revocable written notice thereof to the City of such intent. Additionally, if a default exists under the Loan DocumentsMortgage at a time when no ▇▇▇▇▇▇▇ Event of Default exists and Mortgagee is exercising its rights under the Mortgage to acquire title to ▇▇▇▇▇▇▇’▇ estate in the Property or ▇▇▇▇▇▇▇’▇ interest in this Agreement diligently and in good faith by appropriate proceedings, including foreclosure (or deed-in-lieu) of its Mortgage, then Mortgagee shall have the same rights to cure any ▇▇▇▇▇▇▇ Event of Default as contained in this section. Mortgagee shall not be required to cure or commence to cure any default that is personal to ▇▇▇▇▇▇▇ (e.g., bankruptcy). The City will not exercise its remedies for an Event of Default under Section 10.2 of this Agreement or under a Deed so long as Mortgagee has a right to cure such Event of Default under this Section.

Cure Right. To the extent that any event, fact, claim, breach or other condition giving rise to a claim for indemnification under this Agreement against Seller is capable of cure, remedy or mitigation, Purchaser must, as a condition precedent to asserting such a claim, afford Seller a reasonable opportunity to cure, remedy or mitigate the event, fact, claim, breach or other condition. In addition, prior to and in conjunction with seeking such a claim, Purchaser shall use its Best Efforts to mitigate and minimize the amount of any Indemnity Losses for which it may be entitled to indemnification hereunder, and will use its Best Efforts to assist Seller to cure, remedy or mitigate the event, fact, claim, breach or other condition at Seller’s sole cost and expense. Without limiting the generality of the foregoing, prior to seeking indemnification pursuant to Section 7.01(a) or (ab), and, notwithstanding any other provision of this Agreement, before the running of any other applicable time period set forth in this Article VII commences, Purchaser shall notify Seller of any alleged breach of a representation, warranty, covenant or agreement of Seller and Seller shall have a period to cure such breach equal to thirty (30) Notwithstanding anything days following the date of Purchaser’s written notice to the contrary contained in Section 11Seller of such breach, in unless such breach is not susceptible of cure or cannot reasonably be expected to be cured within such thirty (30) day period. In the event that Borrower fails any such breach is of a nature that it cannot reasonably be expected to comply with be cured within thirty (30) days of notice to Seller of such breach, and the covenants contained in Section 10.02(aSeller commences within such thirty (30) through (f) (day period to cure such covenants for breach and thereafter diligently pursues the cure of such applicable periods being the “Specified Financial Covenants”)breach to conclusion, Borrower Seller shall have the right within *** of the end of the respective calendar year: (i) be granted up to issue additional shares of Equity Interests in exchange for cash (the “Equity Cure Right”), or (ii) to borrow Permitted Cure Debt (the “Subordinated Debt Cure Right” and, collectively with the Equity Cure Right, the “Cure Right”), in an amount equal to (x) two (2) multiplied by (y) the Minimum Required Revenue less Borrower’s annual Product Revenue (the “Cure Amount”). The cash therefrom immediately shall be contributed as equity or subordinated debt (only as permitted pursuant to Section 9.01), as applicable, to Borrower, and upon the receipt by Borrower automatic extensions of the Cure Amount pursuant to the exercise thirty (30) day cure period until such breach is fully cured. Notwithstanding any other provision of such Cure Rightthis Agreement, such Cure Amount shall be deemed to constitute Product Revenue Seller’s cure of Borrower for purposes of the Specified Financial Covenants and the Specified Financial Covenants shall be recalculated for all purposes under the Loan Documents. If, after giving effect to the foregoing recalculation, Borrower shall then be in compliance with the requirements of the Specified Financial Covenants, Borrower shall be deemed to have satisfied the requirements of the Specified Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable any breach of the Specified Financial Covenants that had occurredany representation, the related Default warranty, covenant or agreement in accordance with this Section 7.08 shall constitute Purchaser’s full, complete and Event of Default, shall be deemed cured without any further action of Borrower or Lenders for all purposes under the Loan Documentsexclusive remedy with respect to such breach.

Cure Right. (a) Notwithstanding anything to the contrary contained in Section SECTION 11, in the event that Borrower fails Obligors fail to comply with any of the covenants contained in Section 10.02(a10.03(a) through (f) (such covenants for such applicable periods being the “Specified Financial Covenants”), Borrower shall have the right at any time in the twelve (12) months prior to, or within *** ninety (90) days of the end of the respective calendar year: (i) to issue additional shares of Equity Interests in exchange for cash (the “Equity Cure Right”), or (ii) to borrow Permitted Cure Debt (the “Subordinated Debt Cure Right” and, collectively with the Equity Cure Right, the “Cure Right”), in an amount equal to (x) two (2) multiplied by (y) the Minimum Required Revenue less Borrower’s annual Product and its Subsidiaries consolidated Revenue for such year (the “Cure Amount”). The cash therefrom immediately shall be contributed as equity or subordinated debt (only as permitted pursuant to Section 9.01), as applicable, to Borrower, and upon the receipt by Borrower of the Cure Amount pursuant to the exercise of such Cure Right, such Cure Amount shall be deemed to constitute Product Revenue of Borrower for purposes of the Specified Financial Covenants and the Specified Financial Covenants shall be recalculated for all purposes under the Loan Documents. If, after giving effect to the foregoing recalculation, Borrower shall then be in compliance with the requirements of the Specified Financial Covenants, Borrower shall be deemed to have satisfied the requirements of the Specified Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach of the Specified Financial Covenants that had occurred, the related Default and Event of Default, shall be deemed cured without any further action of Borrower or the Lenders for all purposes under the Loan Documents. If any Cure Right is exercised before the end of the applicable period over which the Specified Financial Covenant is measured, Borrower shall provide written notice to Administrative Agent, upon its receipt of the Cure Amount, that such Cure Amount is in respect of a Cure Right. (b) Notwithstanding anything herein to the contrary the Cure Amount received by Borrower from investors investing in or lending to Borrower pursuant to Section 10.04(a) shall be used to prepay the Loans, together with any Prepayment Premium, not later than five (5) Business Days after the consummation of such Cure Right (or such later date as may be agreed to by the Administrative Agent), credited in the order set forth in Sections 3.03(b)(i)(A)-(E).

Cure Right. In the event that the Company fails to comply with the Fixed Charge Coverage Ratio contained in Section 11.13.2 with respect to any particular Computation Period (aeach, a “Fixed Charge Ratio Default”) Notwithstanding and the EBITDA of ▇▇▇▇▇▇▇▇ EcoLogix for such Computation Period is negative (it being agreed by the parties hereto that for purposes of such determination each component of EBITDA shall be calculated on a stand-alone basis for ▇▇▇▇▇▇▇▇ EcoLogix in a manner acceptable to the Administrative Agent notwithstanding anything to the contrary contained in Section 11, in the event that Borrower fails to comply with the covenants contained in Section 10.02(a) through (fCredit Agreement or any other Loan Document) (such covenants for such applicable periods being the negative EBITDA of ▇▇▇▇▇▇▇▇ EcoLogix with respect to any Computation Period, the “Specified Financial Covenants▇▇▇▇▇▇▇▇ EcoLogix Negative EBITDA Amount”), Borrower the Company shall have the right within *** to cure such Event of Default so long as the end of the respective calendar year: following terms and conditions are satisfied (i) to issue additional shares of Equity Interests in exchange for cash (the “Equity Cure Right”), or (ii) to borrow Permitted Cure Debt (the “Subordinated Debt Cure Right” and, collectively with the Equity Cure Right, the “Cure Right”), in ): A. The Cure Right shall only be available to the Company to cure a particular Fixed Charge Ratio Default to the extent such Fixed Charge Ratio Default would be cured by adding to EBITDA for the particular Computation Period an amount equal not exceeding the ▇▇▇▇▇▇▇▇ EcoLogix Negative EBITDA Amount. B. In the event the Company desires to cure a particular Fixed Charged Ratio Default, the Company shall deliver to the Administrative Agent irrevocable written notice of the Company’s intent to cure (xa “Cure Notice”) two no later than fifteen (215) multiplied days after the date on which financial statements and a Compliance Certificate as of and for the period ending on the last day of the particular Computation Period are required to be delivered; provided, however, the Cure Right may not be exercised after June 30, 2012. C. The Cure Notice shall set forth the calculation of the ▇▇▇▇▇▇▇▇ EcoLogix Negative EBITDA Amount and the related Fixed Charge Cure Amount referenced below. D. In the event the Company delivers a Cure Notice, an unsecured subordinated loan satisfying the requirements for “Subordinated Debt” under the Credit Agreement shall be made to ▇▇▇▇▇▇▇▇ EcoLogix and the amount of such subordinated loan shall not be less than the Fixed Charge Cure Amount referenced below, provided that such subordinated loan shall be made no later than three (3) days after receipt by (y) Administrative Agent of the Minimum Required Revenue less Borrower’s annual Product Revenue Cure Notice (the “Cure AmountRequired Subordinated Loan Date”). The cash therefrom immediately “Fixed Charge Cure Amount” shall equal an amount which, when added to EBITDA for the particular Computation Period as provided in the definition of Fixed Charge Coverage Ratio, would result in the Company being in pro forma compliance with such covenant for the particular Computation Period, provided that such amount shall in no event exceed the ▇▇▇▇▇▇▇▇ EcoLogix Negative EBITDA Amount with respect to such Computation Period. The ▇▇▇▇▇▇▇▇ EcoLogix Negative EBITDA Amount with respect to any particular Computation Period shall be contributed as equity or subordinated debt (only as permitted pursuant reduced by any Fixed Charge Cure Amounts previously paid with respect to Section 9.01), as applicable, to Borrower, and upon the receipt by Borrower of the Cure Amount pursuant to the exercise of any period included in such Cure Right, such Cure Amount shall be deemed to constitute Product Revenue of Borrower for purposes of the Specified Financial Covenants and the Specified Financial Covenants shall be recalculated for all purposes under the Loan Documents. If, after giving effect to the foregoing recalculation, Borrower shall then be in compliance with the requirements of the Specified Financial Covenants, Borrower shall be deemed to have satisfied the requirements of the Specified Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach of the Specified Financial Covenants that had occurred, the related Default and Event of Default, shall be deemed cured without any further action of Borrower or Lenders for all purposes under the Loan DocumentsComputation Period.

Cure Right. Seller shall have the right, but not the obligation, upon delivering written notice to ▇▇▇▇▇, to attempt at its sole cost, to cure or remove any Title Defects asserted by Buyer on or before the expiration of ninety (a90) Notwithstanding anything to days after the contrary contained in Section 11, in the event that Borrower fails to comply with the covenants contained in Section 10.02(a) through Title Claim Date (f) (such covenants for such applicable periods being the “Specified Financial CovenantsCure Period”), Borrower unless the Parties otherwise agree. If Seller has provided notice at least two (2) days prior to the Closing Date of Seller’s intent to attempt to cure a Title Defect within the Cure Period, there shall have be no reduction to the right within *** Base Purchase Price with respect to the Title Defect for purposes of Closing. If at the end of the Cure Period (i) the Title Defect is not cured as agreed by Seller and Buyer or (ii) if Seller and Buyer cannot agree, and it is determined by the Title Arbitrator that such Title Defect is not cured at the end of the Cure Period, then in either case Seller shall elect one of the options set forth in Section 3.3(d)(1)(A) or 3.3(d)(1)(B) for such Title Defect, in which event the Base Purchase Price adjustment required in connection with the selected option under this Article III shall be made in the Final Settlement Statement. If Seller has elected the option under Section 3.3(d)(1)(A) and at the end of the Cure Period the Title Defect is cured as agreed by Seller and Buyer, or if Seller and Buyer cannot agree and it is determined by the Title Arbitrator that such Title Defect is cured as of the end of the respective calendar year: Cure Period, then, within five (i5) Business Days thereafter, Seller shall cause the Seller-designated Affiliate to issue additional shares of Equity Interests in exchange for cash (reassign to Buyer the “Equity Cure Right”), or (ii) Title Defect Property with respect to borrow Permitted Cure Debt (the “Subordinated Debt Cure Right” and, collectively with the Equity Cure Right, the “Cure Right”), in an amount equal to (x) two (2) multiplied by (y) the Minimum Required Revenue less Borrower’s annual Product Revenue (the “Cure Amount”)which Title Defects were cured. The cash therefrom immediately shall be contributed as equity or subordinated debt (only as permitted pursuant to Section 9.01), as applicable, to Borrower, and upon the receipt by Borrower of the Cure Amount pursuant to the exercise of such Cure Right, such Cure Amount shall be deemed to constitute Product Revenue of Borrower for purposes of the Specified Financial Covenants and the Specified Financial Covenants shall be recalculated for all purposes under the Loan Documents. If, after giving effect to the foregoing recalculation, Borrower shall then be in compliance with the requirements of the Specified Financial Covenants, Borrower shall be deemed to have satisfied the requirements of the Specified Financial Covenants as of the relevant date of determination with the same effect as though there had been no failure to comply therewith at such date, and the applicable breach of the Specified Financial Covenants that had occurred, the related Default and Event of Default, shall be deemed cured without any further No action of Borrower Seller in electing or Lenders for all purposes under attempting to cure a Title Defect shall constitute a waiver of Seller’s right to dispute the Loan Documentsexistence, nature or value of, or cost to cure the Title Defect.