Common use of Events Constituting Default Clause in Contracts

Events Constituting Default. The occurrence of any of the following shall constitute a default by Lessee under this Lease. (a) Lessee’s failure to pay when due any Rent required to be paid under this Lease if the failure continues for three (3) days after written notice of the failure from Lessor to Lessee; (b) Lessee’s failure to provide any instrument of subordination or attornment, any estoppel certificate, or any insurance coverage required by this Lease if the failure continues for five (5) days after written notice of the failure from Lessor to Lessee; (c) Lessee’s failure to perform any other obligation under this Lease if the failure continues for fifteen (15) days after written notice of the failure from Lessor Lessee; (d) Lessee’s abandonment of the Premises, including Lessee’s absence from the Premises for three (3) consecutive business days while in default under any provision of this Lease; (e) To the extent permitted by law; (i) a general assignment by Lessee or any guarantor of the Lease for the benefit of credits; (ii) the filing by or against Lessee, or any guarantor, of any proceeding under an insolvency or bankruptcy law, unless (in the case of an involuntary proceeding) the proceeding is dismissed within sixty (60) days; (iii) the appointment of a trustee or receiver to take possession of all or substantially all the assets of Lessee or any guarantor, unless possession is unconditionally restored to Lessee or that guarantor within thirty (30) days and the trusteeship or receivership is dissolved; (iv) any execution or other judicially authorized seizer of all of substantially all the assets of Lessee located on the Premises, or of Lessee’s interest in this Lease, unless that seizure is discharged within thirty (30) days; or (f) The failure by Lessee to make any payment required to be made by Lessee under this Lease within three (3) days after written notice that the same is due and unpaid for any two (2) months (consecutive or nonconsecutive) during any twelve (12) month period, or any four (4) months (consecutive or nonconsecutive) in the aggregate during the entire Lease Term. In the event of any such chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that Base Monthly Rent and other periodic Rent payments be made by Lessee quarter-annually, in advance.

Events Constituting Default. The occurrence of any of the following 7.1.1 A party hereunder shall constitute a be deemed to be in default by Lessee under this Lease. (a) Lessee’s failure to pay when due Agreement if such party breaches any Rent obligation required to be paid under this Lease if performed by the failure respective party hereunder, and such breach or default continues for three a period of twenty (320) days after written notice of the failure from Lessor to Lessee; (b) Lessee’s failure to provide any instrument default, in the event of subordination or attornment, any estoppel certificatea monetary default, or any insurance coverage required by this Lease if the failure continues for five one hundred twenty (5120) days after written notice of the failure default, in the event of non-monetary default, from Lessor the non-defaulting party (or, if a non-monetary default cannot reasonably be cured within one hundred twenty (120) days, then the party shall be in default if it fails to Lessee;commence the cure of such breach within the 120- day period and diligently pursue the same to completion); provided, however, that said 120-day period shall be extended for reasons of a Force Majeure Event as set forth below. (c) Lessee’s failure 7.1.2 Subject to perform any other obligation the rights of a Mortgagee to avoid a termination, as defined and set forth in Section 7.1.3, the HCC Lessee also shall be deemed to be in default under this Lease Agreement if (a) any petition or application for a custodian, as defined by ▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇ Code, as amended from time to time (the failure continues “Bankruptcy Code”) or for fifteen (15) days after written notice any form of the failure from Lessor Lessee; (d) Lessee’s abandonment of the Premises, including Lessee’s absence from the Premises for three (3) consecutive business days while in default relief under any provision of this Lease; (e) To the extent permitted Bankruptcy Code or any other law pertaining to reorganization, insolvency or readjustment of debts is filed by law; (i) a general assignment by or against the HCC Lessee or any guarantor entity that owns or controls the HCC Lessee, and such petition or application is not dismissed within one hundred twenty (120) days of such filing; (b) the Lease HCC Lessee makes an assignment for the benefit of creditscreditors, is not paying material debts as they become due unless such debts are disputed, or is granted an order for relief under any chapter of the Bankruptcy Code; (iic) a custodian, as defined by the filing by Bankruptcy Code, takes charge of any property of the HCC Lessee that would render HCC Lessee unable to perform its obligations hereunder; (d) garnishment, attachment, levy or execution in an amount that would render the HCC Lessee insolvent or incapable of performing the Construction Covenants and meeting the Operating Standard (but in no event less than ten percent (10%) of its net worth) is issued against any of the HCC Property or effects of the HCC Lessee, and such issuance is not discharged or any guarantor, of any proceeding under an insolvency or bankruptcy law, unless bonded against within one hundred twenty (in the case of an involuntary proceeding) the proceeding is dismissed within sixty (60120) days; or (iiie) the appointment dissolution or termination of existence of the HCC Lessee unless its successor by transfer or operation of law is continuing the business of operating the Project. 7.1.3 ASU and the City, upon providing the HCC Lessee any notice of a trustee default under this Agreement shall at the same time provide a true copy of such notice to the holder of a leasehold mortgage, deed of trust, or receiver security instrument encumbering the HCC leasehold interest in the HCC Parcel (a “Mortgagee”) which has delivered to ASU and the City, in the manner provided herein for the giving of notice under this Agreement, a request for notification and the address of the Mortgagee to which notices shall be sent. As between ASU and/or the City and any Mortgagee which has complied with the foregoing delivery requirement, no such notice by ASU and/or the City to the HCC Lessee shall be deemed to have been duly given unless and until a copy thereof has been provided to the Mortgagee. From and after such notice has been given to a Mortgagee, such Mortgagee shall have the same period, after the giving of such notice upon it, for remedying any default which is the subject matter of such notice or causing the same to be remedied, as is given the HCC Lessee after the giving of such notice to the HCC Lessee to remedy, commence remedying or cause to be remedied the default that is the subject matter of such notice (i.e., the Mortgagee’s remedy period runs from the giving of notice to the Mortgagee and thus may run concurrently with the HCC Lessee’s remedy period). If the HCC Lessee or the Mortgagee fails to remedy the default that is the subject matter of such notice within such cure period, ASU and/or the City may exercise the remedies set forth in this Lease; provided, however, that the exercise of such remedies shall be extended by any additional time period granted to the Mortgagee under the HCC Lease to cure the default and take possession of all or substantially all the assets of Improvements as necessary to effect a cure, and during any such time period ASU and the City shall continue making the ASU CC Payments and City CC Payments, respectively, to the Conference Center Lender/Funding Entity so long as the HCC Lessee or any guarantor, unless possession Mortgagee is unconditionally restored diligently exercising its rights to Lessee or that guarantor within thirty (30) days and the trusteeship or receivership is dissolved; (iv) any execution or other judicially authorized seizer of all of substantially all the assets of Lessee located on the Premises, or of Lessee’s interest in this Lease, unless that seizure is discharged within thirty (30) days; or (f) The failure by Lessee to make any payment required to be made by Lessee under this Lease within three (3) days after written notice that the same is due and unpaid for any two (2) months (consecutive or nonconsecutive) during any twelve (12) month period, or any four (4) months (consecutive or nonconsecutive) in the aggregate during the entire Lease Term. In the event of any such chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that Base Monthly Rent and other periodic Rent payments be made by Lessee quarter-annually, in advancecure.

Events Constituting Default. 23.01 Any of the following events shall constitute a material breach of the Lease Agreement and default hereunder: (a) The non-payment by Lessee of Fixed Rent by on the first day of each calendar month during the Term as specified in Section 3 (b) The non-payment by Lessee of Variable Rent by March 1 of each calendar year as specified in Section 3. (c) The non-performance or non-compliance by either party of any material term, covenant, or condition of this Lease Agreement which is not cured pursuant to Section 18. (d) Any affirmative act of insolvency by ▇▇▇▇▇▇, or the filing by ▇▇▇▇▇▇ of any petition under any bankruptcy, reorganization, insolvency, or moratorium law, or any law for the relief of, or relating to, debtors. (e) The filing of any involuntary petition under any bankruptcystatute against ▇▇▇▇▇▇, or the appointment of any receiver or trustee to take possession of the property of the Lessee. (f) The suspension or revocation of any of Lessee's federal, state, or local regulatory authority to operate rail freight service on the line. (g) ▇▇▇▇▇▇'s committing waste or allowing the attachment of any lien on the Leased Property which is not cured within ninety (90) days; provided, however, if Lessee in good faith contests a lien, it shall have such additional time to cure as is reasonable under the circumstances. (h) Any notice, petition or application by Lessee to the STB or other governmental or regulatory authority without prior written approval of Lessor. (i) Failure to provide rail services on the Lease Property. On the occurrence of any of the following shall constitute a events of default by listed in Section 22, subject to the cure rights of Lessee under Section 20.2, the Lessor may terminate this Lease. (a) Lessee’s failure to pay when due any Rent required to be paid under this Lease if the failure continues for three (3) days after Agreement by written notice of to the failure from Lessor to Lessee; (b) Lessee’s failure to provide any instrument of subordination or attornmentLessee and, any estoppel certificatein addition, or any insurance coverage required by this Lease if the failure continues for five (5) days after written notice of the failure from Lessor to Lessee; (c) Lessee’s failure to perform may take any other obligation under this Lease if action or exercise any additional remedy available to the failure continues for fifteen (15) days after written notice Lessor at law or equity. In case of termination by the failure from Lessor Lessee; (d) Lessee’s abandonment of or the Premises, including Lessee’s absence from the Premises for three (3) consecutive business days while in default under Lessee pursuant to any provision of this Lease; (e) To Agreement, the extent permitted Lessee's obligations on termination shall be governed by law; (i) a general assignment by Lessee or any guarantor the provisions of the Lease for the benefit of credits; (ii) the filing by or against Lessee, or any guarantor, of any proceeding under an insolvency or bankruptcy law, unless (in the case of an involuntary proceeding) the proceeding is dismissed within sixty (60) days; (iii) the appointment of a trustee or receiver to take possession of all or substantially all the assets of Lessee or any guarantor, unless possession is unconditionally restored to Lessee or that guarantor within thirty (30) days and the trusteeship or receivership is dissolved; (iv) any execution or other judicially authorized seizer of all of substantially all the assets of Lessee located on the Premises, or of Lessee’s interest in this Lease, unless that seizure is discharged within thirty (30) days; or (f) The failure by Lessee to make any payment required to be made by Lessee under this Lease within three (3) days after written notice that the same is due and unpaid for any two (2) months (consecutive or nonconsecutive) during any twelve (12) month period, or any four (4) months (consecutive or nonconsecutive) in the aggregate during the entire Lease Term. In the event of any such chronic delinquency, at Lessor’s option, Lessor shall have the additional right to require that Base Monthly Rent and other periodic Rent payments be made by Lessee quarter-annually, in advanceSection 20 hereof.

Events Constituting Default. The occurrence of any of the following 7.1.1 A party hereunder shall constitute a be deemed to be in default by Lessee under this Lease. (a) Lessee’s failure to pay when due Agreement if such party breaches any Rent obligation required to be paid under this Lease if performed by the failure respective party hereunder, and such breach or default continues for three a period of twenty (320) days after written notice of the failure from Lessor to Lessee; (b) Lessee’s failure to provide any instrument default, in the event of subordination or attornment, any estoppel certificatea monetary default, or any insurance coverage required by this Lease if the failure continues for five one hundred twenty (5120) days after written notice of the failure default, in the event of non-monetary default, from Lessor the non-defaulting party (or, if a non-monetary default cannot reasonably be cured within one hundred twenty (120) days, then the party shall be in default if it fails to Lessee;commence the cure of such breach within the one hundred twenty (120)-day period and diligently pursue the same to completion); provided, however, that said one hundred twenty (120)-day period shall be extended for reasons of a Force Majeure Event as set forth below. (c) Lessee’s failure 7.1.2 Subject to perform any other obligation the rights of a Mortgagee to avoid a termination, as defined and set forth in Section 7.1.3, the Hotel Operator also shall be deemed to be in default under this Lease Agreement if (a) any petition or application for a custodian, as defined by ▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇ Code, as amended from time to time (the failure continues “Bankruptcy Code”) or for fifteen (15) days after written notice any form of the failure from Lessor Lessee; (d) Lessee’s abandonment of the Premises, including Lessee’s absence from the Premises for three (3) consecutive business days while in default relief under any provision of this Lease; the Bankruptcy Code or any other law pertaining to reorganization, insolvency or readjustment of debts is filed by or against the Hotel Operator or any entity that owns or controls the Hotel Operator, and such petition or application is not dismissed within one hundred twenty (e120) To the extent permitted by lawdays of such filing; (ib) a general the Hotel Operator makes an assignment by Lessee or any guarantor of the Lease for the benefit of creditscreditors, is not paying material debts as they become due unless such debts are disputed, or is granted an order for relief under any chapter of the Bankruptcy Code; (iic) a custodian, as defined by the Bankruptcy Code, takes charge of any property of the Hotel Operator that would render the Hotel Operator unable to perform its obligations hereunder; (d) garnishment, attachment, levy or execution in an amount that would render the Hotel Operator insolvent or incapable of performing the Construction Covenants and meeting the Operating Standard (but in no event less than ten percent (10%) of its net worth) is issued against any of the property or effects of the Hotel Operator, and such issuance is not discharged or bonded against within one hundred twenty (120) days; or (e) the filing dissolution or termination of existence of the Hotel Operator unless its successor by transfer or against Lesseeoperation of law is continuing the business of operating the Project. 7.1.3 City, upon providing the Hotel Operator any notice of a default under this Agreement shall at the same time provide a true copy of such notice to the holder of a leasehold mortgage, deed of trust, or any guarantor, of any proceeding under an insolvency or bankruptcy law, unless (security instrument encumbering the Hotel Operator’s leasehold interest in the case Project Parcel (a “Mortgagee”) which has delivered to City, in the manner provided herein for the giving of an involuntary proceeding) notice under this Agreement, a request for notification and the proceeding is dismissed within address of the Mortgagee to which notices shall be sent. As between City and any Mortgagee which has complied with the foregoing delivery requirement, no such notice by City to the Hotel Operator shall be deemed to have been duly given unless and until a copy thereof has been provided to the Mortgagee. From and after such notice has been given to a Mortgagee, such Mortgagee shall have sixty (60) days, after the giving of such notice upon it, for remedying any default which is the subject matter of such notice or causing the same to be remedied. If the Hotel Operator or the Mortgagee fails to remedy the default that is the subject matter of such notice within such cure period, City may exercise the remedies set forth in this Agreement; (iii) provided, however, that the appointment exercise of a trustee or receiver such remedies shall be extended by any additional time period granted to the Mortgagee under the Hotel Lease to cure the default and take possession of all or substantially all the assets of Lessee or any guarantorImprovements as necessary to effect a cure, unless possession is unconditionally restored to Lessee or that guarantor within thirty (30) days and the trusteeship or receivership is dissolved; (iv) any execution or other judicially authorized seizer of all of substantially all the assets of Lessee located on the Premises, or of Lessee’s interest in this Lease, unless that seizure is discharged within thirty (30) days; or (f) The failure by Lessee to make any payment required to be made by Lessee under this Lease within three (3) days after written notice that the same is due and unpaid for any two (2) months (consecutive or nonconsecutive) during any twelve (12) month periodsuch time period City shall continue making the City Payments, respectively, to the Mortgagee so long as the Hotel Operator or any four (4) months (consecutive or nonconsecutive) in the aggregate during the entire Lease Term. In the event of any such chronic delinquency, at Lessor’s option, Lessor shall have the additional right Mortgagee is diligently exercising its rights to require that Base Monthly Rent and other periodic Rent payments be made by Lessee quarter-annually, in advancecure.