Default or Failure to Pay of BK Sample Clauses

Default or Failure to Pay of BK. In addition to any other remedy available to Supplier under this Agreement, at law or in equity (which Supplier does not waive by the exercise of any rights under this Agreement), if Buyer fails to timely make any payments required pursuant to this Agreement and in any such case such failure is not cured within ten (10) business days following Buyer’s receipt of written notice of such failure, Supplier may make a written request (an “Issuance Request”) for Buyer to issue (each, an “Issuance”) to Supplier (or any of its affiliates) a number of shares of Buyer’s common stock (“BK Stock”) equal to the quotient obtained by dividing (a) the amount of such required payment, by (b) the product of (i) the average closing price of BK Stock for the one hundred twenty (120)-day period immediately preceding Buyer’s receipt of notice of such failure multiplied by (ii) the Issuance Factor (as defined below). Each Issuance shall be made pursuant to a private placement transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). Each Issuance shall be effectuated by Buyer within ten (10) business days of receipt of the Issuance Request, provided that at the time of each Issuance, Supplier qualifies as an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act, and provided further that each Issuance otherwise complies, and Buyer shall take good faith efforts to cause each Issuance to comply, with applicable securities laws and the rules and regulations of the NYSE American (or other exchange on which the BK Stock is then trading). The Parties agree to use their respective commercially reasonable efforts to cooperate to effect each Issuance, to enter into any agreements and to make such representations and warranties as may be necessary to effect each Issuance in compliance with applicable laws. No fractional shares will be issued in connection with any Issuance hereunder. Instead, any fractional balance will be rounded up to the next whole share. As used herein, “Issuance Factor” shall mean (y) for the issuance of BK Stock for the initial Issuance Request, 95%, and (z) for each subsequent issuance of BK Stock for each subsequent Issuance Request, an amount equal to the Issuance Factor for the immediately preceding issuance reduced by 5%, provided in no event shall the Issuance Factor be less than 50%. By way of example: ■ If Supplier makes an initial Issuance Request, ...
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Related to Default or Failure to Pay of BK

  • Default or Event of Default Seller shall, as soon as possible but in no event later than two (2) Business Days after obtaining actual knowledge of such event, notify Purchaser of the occurrence of any Default or Event of Default.

  • Notice of Default or Event of Default promptly, and in any event within five days after a Responsible Officer becoming aware of the existence of any Default or Event of Default or that any Person has given any notice or taken any action with respect to a claimed default hereunder or that any Person has given any notice or taken any action with respect to a claimed default of the type referred to in Section 11(f), a written notice specifying the nature and period of existence thereof and what action the Company is taking or proposes to take with respect thereto;

  • No Default or Event of Default No Default or Event of Default shall have occurred and be continuing on such date or after giving effect to the Extension of Credit to be made on such date unless such Default or Event of Default shall have been waived in accordance with this Agreement.

  • Action if Other Event of Default If any Event of Default (other than any Event of Default described in clauses (i) through (iv) of Section 9.1(h)) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Lender may, by notice to the Borrower declare all or any portion of the outstanding principal amount of the Loans and other Obligations to be due and payable and/or the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of the Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment, and the Commitments shall terminate.

  • Occurrence of Default Any Transfer hereunder shall be subordinate and subject to the provisions of this Lease, and if this Lease shall be terminated during the term of any Transfer, Landlord shall have the right to: (i) treat such Transfer as cancelled and repossess the Subject Space by any lawful means, or (ii) require that such Transferee attorn to and recognize Landlord as its landlord under any such Transfer. If Tenant shall be in default under this Lease, Landlord is hereby irrevocably authorized, as Tenant’s agent and attorney-in-fact, to direct any Transferee to make all payments under or in connection with the Transfer directly to Landlord (which Landlord shall apply towards Tenant’s obligations under this Lease) until such default is cured. Such Transferee shall rely on any representation by Landlord that Tenant is in default hereunder, without any need for confirmation thereof by Tenant. Upon any assignment, the assignee shall assume in writing all obligations and covenants of Tenant thereafter to be performed or observed under this Lease. No collection or acceptance of rent by Landlord from any Transferee shall be deemed a waiver of any provision of this Article 14 or the approval of any Transferee or a release of Tenant from any obligation under this Lease, whether theretofore or thereafter accruing. In no event shall Landlord’s enforcement of any provision of this Lease against any Transferee be deemed a waiver of Landlord’s right to enforce any term of this Lease against Tenant or any other person. If Tenant’s obligations hereunder have been guaranteed, Landlord’s consent to any Transfer shall not be effective unless the guarantor also consents to such Transfer.

  • Failure to Pay Rent Tenant fails to pay Base Rent or any Additional Rent as and when due and such failure continues for five (5) Business Days after Landlord delivers written notice thereof to Tenant except that Tenant shall not be entitled to notice more than twice in any consecutive twelve (12) month period and the failure to timely pay Base Rent or any other Additional Rent when due on the third and any subsequent instance of late payment in a consecutive twelve (12) month period shall be an immediate default.

  • Xxxxxx of Default Any one or more of the following shall constitute an “Event of Default” hereunder:

  • Repayment on Event of Default When there is an Event of Default, Borrower will, if Bank demands (or, upon the occurrence of an Event of Default under Section 8.5, immediately without notice or demand from Bank) repay all of the Advances. The demand may, at Bank’s option, include the Advance for each Financed Receivable then outstanding and all accrued Finance Charges, the Early Termination Fee, Collateral Handling Fee, attorneys’ and professional fees, court costs and expenses, and any other Obligations.

  • Failure to Pay Interest The Borrower fails to pay or cause to be paid any part of the Exchange Note Interest Payment Amount, as specified in the Exchange Note Supplement, when due, and such failure continues for five (5) Business Days after the due date or such other length of time as specified in the Exchange Note Supplement;

  • Failure to Pay The Borrower fails to make a payment under this Agreement when due.

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