Events of Default; Acceleration of Maturity. If any one or more of the following events (each an “Event of Default”) shall have occurred and be continuing (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or Governmental Authority or otherwise): (a) any Loan Party shall fail to pay, when due, any principal portion of any Obligation; or (b) any Loan Party shall fail to pay when due, any interest on any Loan, if such failure shall continue unremedied for a period of three (3) days; or (c) any Loan Party shall fail to pay when due, any fees or other amounts payable hereunder and not covered by clauses (a) or (b) above, if such failure shall continue unremedied for a period of ten (10) days; or 8.1.2 any Loan Party or any Subsidiary shall fail to observe or perform any covenant or agreement contained in Sections 7.1, 7.2.3, 7.4.4, 7.6.2, 7.7, 7.8, 7.9, 7.15, or 7.17.3, or 8.1.3 any Loan Party or any Subsidiary shall fail to observe or perform any covenant or agreement contained in this Agreement or the other Loan Documents (other than those covered by Sections 8.1.1 or 8.1.2), for a period of thirty (30) days from the earlier of (a) the date on which such failure shall first become known to any Loan Party or any of its Subsidiaries and (b) written notice thereof is given to the Borrower by the Administrative Agent; or 8.1.4 any Loan Party or any of its respective Subsidiaries shall commence a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, or shall consent to any such relief or to the appointment of or taking possession by any such official in an involuntary case or other proceeding commenced against it, or shall make a general assignment for the benefit of creditors, or shall fail generally to pay its debts as they become due, or shall take any corporate or other action to authorize any of the foregoing; or 8.1.5 an involuntary case or other proceeding shall be commenced against any Loan Party or any of its respective Subsidiaries seeking liquidation, reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, and such involuntary case or other proceeding shall remain undismissed or unstayed for a period of 60 days; or an order for relief shall be entered against any Loan Party or any of its respective Subsidiaries under the federal bankruptcy laws as now or hereafter in effect; or 8.1.6 any Loan Party shall fail to observe the covenant contained in Section 7.13 and such failure could reasonably be expected to have in a Material Adverse Effect; or (i) any Loan Party or any of its respective Subsidiaries shall default in the payment of any of any Material Debt (other than the Loans), including, without limitation, the Revolving Credit Facility, and such default shall continue beyond any applicable cure period or (ii) any other event or condition occurs which results in the acceleration of a Material Debt or which permits the holder thereof to accelerate a Material Debt of the Borrower or any of its Subsidiaries; or 8.1.8 one or more judgments or orders for the payment of money aggregating in excess of $500,000 shall be rendered against any Loan Party or any of its respective Subsidiaries which is not covered by insurance as to which the insurer has acknowledged full coverage therefor (subject to customary deductibles) and coverage of which such insurer is not disputing and such judgment or order (a) shall continue unsatisfied or unstayed (unless bonded with a supersedeas bond at least equal to such judgment or order) for a period of thirty (30) days, or (b) is not fully paid and satisfied to the date on which any of its Property may be lawfully sold to satisfy such judgment or order; or 8.1.9 any representation, warranty, certification or statement made or deemed to have been made by or on behalf of any Loan Party or any other Person in this Agreement or by any Loan Party or any other Person in any certificate, financial statement or other document delivered pursuant to this Agreement shall prove to have been incorrect in any material respect when made; or 8.1.10 any material license, franchise, permit, or authorization issued to the Borrower or any of its Subsidiaries by any Governmental Authority, the loss of which could reasonably be expected to result in a Material Adverse Effect, is forfeited, revoked, or not renewed; or any proceeding with respect to such forfeiture or revocation is instituted and is not resolved or dismissed within ninety (90) days of the date of the publication of the order instituting such proceeding; or a default shall occur under any Material Agreement, other than this Agreement, to which the Borrower or any of its Subsidiaries is a party or by which any of its Property is bound which could reasonably be expected to have a Material Adverse Effect; 8.1.11 a Change of Control Event shall occur; or (a) this Agreement, any Security Document or any other Loan Document ceases to be in full force and effect (except in accordance with its terms) or is declared null and void or the validity or enforceability is contested or challenged by any Loan Party, any Affiliate of any Loan Party or any of their respective members, partners or shareholders; (b) any Loan Party denies that it has any liability or obligation under this Agreement, any of the Security Documents or any other Loan Document; or (c) any of the Liens and security interests granted to the Administrative Agent under the Security Documents cease to be valid or perfected or cease to have the priority required hereby or under the Security Documents; then, and in every such event, the Administrative Agent shall if requested by the Required Lenders, declare the outstanding principal balance of and accrued interest on the Loans and the other Obligations to be, and the same shall thereupon forthwith become, due and payable without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or other notice of any kind, all of which are hereby waived by the Borrower and each Guarantor; provided that in the case of any of the Events of Default specified in Sections 8.1.4 and 8.1.5 with respect to the Borrower or any Guarantor, without any notice to the Borrower or any other act by the Administrative Agent or the Lenders, the Loans and the other Obligations (together with accrued interest thereon) shall become immediately due and payable without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or other notice of any kind, all of which are hereby waived by each of the Borrower and each Guarantor. The Administrative Agent agrees to give prompt written notice to the Borrower of any remedial actions taken pursuant to Section 8.1.
Appears in 1 contract
Events of Default; Acceleration of Maturity. If any one or more of the following events (each an “Event of Default”) shall have occurred and be continuing (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or Governmental Authority governmental body or otherwise):
(a) any Loan Party the Borrowers shall fail to pay, when due, any principal portion of, or interest on, (i) the Note or (ii) any other Debt of any Obligationthe Borrower to the Lender; or
(b) any Loan Party shall fail to pay when due, any interest on any Loan, if such failure shall continue unremedied for a period of three (3) days; or
(c) any Loan Party the Borrowers shall fail to pay when due, any fees or other amounts payable hereunder and not covered by clauses clause (a) or (b) above, if such failure shall continue unremedied for a period of ten (10) days10 days after written notice thereof is given to the Borrowers; or
8.1.2 any Loan Party or any Subsidiary 8.1.2. either of the Borrowers shall fail to observe or perform any covenant or agreement contained in Sections 7.1, 7.2.3, 7.4.4, 7.6.2, 7.7, 7.8, 7.9, 7.9 or 7.15, or 7.17.3, ; or
8.1.3 any Loan Party 8.1.3. either of the Borrowers or any Subsidiary other Person (other than the Lender) shall fail to observe or perform any covenant or agreement contained in this Agreement or the other Loan Documents (other than those covered by Sections 8.1.1 or 8.1.2), for a period of thirty (30) days from the earlier of (a) the date on which such failure shall first become known to any Loan Party or any of its Subsidiaries and (b) after written notice thereof is specifying such default has been given to the Borrower by the Administrative AgentLender; or
8.1.4 any Loan Party 8.1.4. either of the Borrowers or any of its respective Subsidiaries the Guarantor shall commence a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, or shall consent to any such relief or to the appointment of or taking possession by any such official in an involuntary case or other proceeding commenced against it, or shall make a general assignment for the benefit of creditors, or shall fail generally to pay its debts as they become due, or shall take any corporate or other action to authorize any of the foregoing; or
8.1.5 8.1.5. an involuntary case or other proceeding shall be commenced against any Loan Party either of the Borrowers or any of its respective Subsidiaries the Guarantor seeking liquidation, reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, and such involuntary case or other proceeding shall remain undismissed or unstayed for a period of 60 30 days; or an order for relief shall be entered against any Loan Party either of the Borrowers or any of its respective Subsidiaries the Guarantor under the federal bankruptcy laws as now or hereafter in effecteffect which remains undismissed or unstayed for a period of 30 days; or
8.1.6 any Loan Party 8.1.6. either of the Borrowers or the Guarantor shall fail to observe pay, when due, any amount which it shall have become liable to pay to the covenant contained in PBGC or to a Plan under Title IV of ERISA; or the PBGC shall institute proceedings under Title IV of ERISA to terminate or to cause a trustee to be appointed to administer any Plan or a proceeding shall be instituted by a fiduciary of any Plan against the Borrower to enforce Section 7.13 and 515 of ERISA; or a condition shall exist by reason of which the PBGC would be entitled to obtain a decree adjudicating that any such failure could reasonably Plan must be expected to have in a Material Adverse Effectterminated; or
8.1.7. either of the Borrowers or the Guarantor (i) any Loan Party or any of its respective Subsidiaries shall default in the payment of any of any their respective Material Debt Debts (other than the Loans), including, without limitation, the Revolving Credit Facility, Note) and such default shall continue beyond any applicable cure period period, (ii) shall default in the performance or observance of any other provision contained in any agreements or instruments evidencing or governing such Material Debt and such default is not waived and continues beyond any applicable cure period, or (iiiii) any other event or condition occurs which results in the acceleration of a such Material Debt or which permits the holder thereof to accelerate a Material Debt of the Borrower or any of its SubsidiariesDebt; or
8.1.8 8.1.8. either of the Borrowers or the Guarantor shall default in the payment of any of their respective Debts to the Lender not covered under Section 8.1.1 and such default is not waived and continues beyond any applicable cure period; or
8.1.9. one or more judgments or orders for the payment of money aggregating in excess of $500,000 100,000 shall be rendered against any Loan Party either of the Borrowers or any of its respective Subsidiaries which is not covered by insurance as to which the insurer has acknowledged full coverage therefor (subject to customary deductibles) and coverage of which such insurer is not disputing Guarantor and such judgment or order (ai) shall continue unsatisfied or unstayed (unless bonded with a supersedeas bond at least equal to such judgment or order) for a period of thirty (30) 30 days, or (bii) is not fully paid and satisfied at least ten (10) days prior to the date on which any of its Property may be lawfully sold to satisfy such judgment or order; or
8.1.9 8.1.10. any representation, warranty, certification or statement made or deemed to have been made by or on behalf of any Loan Party either of the Borrowers or any other Person the Guarantor in this Agreement or by any Loan Party either of the Borrowers or any other Person in any certificate, financial statement or other document delivered pursuant to this Agreement shall prove to have been incorrect in any material respect when made; or
8.1.10 any material licensemade if such incorrect representation, franchisewarranty, permit, certification or authorization issued to the Borrower or any of its Subsidiaries by any Governmental Authority, the loss of which statement (i) could reasonably be expected to result in a Material Adverse Effecthave any adverse effect whatsoever upon the validity, performance or enforceability of any Loan Document, (ii) is forfeitedor might reasonably be expected to be material and adverse to the financial condition or business operations of any Person or to the prospects of any Person, revoked(iii) could reasonably be expected to impair either of the Borrower’s ability to fulfill its obligations under the terms and conditions of the Loan Documents, or not renewed; or any proceeding with respect (iv) could reasonably be expected to such forfeiture or revocation is instituted impair the Lender’s ability to receive full and is not resolved or dismissed within ninety (90) days timely payment of the date of the publication of the order instituting such proceedingNote; or or
8.1.11. a default shall occur under any Material Agreement, other than this Agreement, to which either of the Borrower or any of its Subsidiaries Borrowers is a party or by which any of its Property is bound which could reasonably be expected to have a Material Adverse Effect;and such default continues beyond any applicable period of grace provided therefor; or
8.1.11 8.1.12. a Change of Control Event shall occur; or
(a) this Agreement, any Security Document or any other Loan Document ceases to be in full force and effect (except in accordance with its terms) or is declared null and void or the validity or enforceability is contested or challenged by any Loan Party, any Affiliate of any Loan Party or any of their respective members, partners or shareholders; (b) any Loan Party denies that it has any liability or obligation under this Agreement, any of the Security Documents or any other Loan Document; or (c) any of the Liens and security interests granted to the Administrative Agent under the Security Documents cease to be valid or perfected or cease to have the priority required hereby or under the Security Documents; then, and in every such event, the Administrative Agent shall if requested by the Required LendersLender may, at its option, (i) declare the outstanding principal balance of and accrued interest on the Loans and the other Obligations Note to be, and the same shall thereupon forthwith become, due and payable without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or other notice of any kind, all of which are hereby waived by each of the Borrower Borrowers, (ii) proceed to foreclose the Liens securing the Note, and each Guarantor(iii) take such other actions as are permitted by law; provided that in the case of any of the Events of Default specified in Sections 8.1.4 and 8.1.5 with respect to either of the Borrower or any GuarantorBorrowers, without any notice to the Borrower Borrowers or any other act by the Administrative Agent or the LendersLender, the Loans Commitment shall terminate and the other Obligations Note (together with accrued interest thereon) shall become immediately due and payable without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or other notice of any kind, all of which are hereby waived by each of the Borrower Borrowers. Upon the occurrence and each Guarantor. The Administrative Agent agrees continuance of an Event of Default, the Lender may terminate its commitment to give prompt written notice to lend and issue letters of credit (or renew or extend Letters of Credit) under this Agreement and the Borrower of any remedial actions taken pursuant to Section 8.1Commitment shall thereupon terminate.
Appears in 1 contract
Events of Default; Acceleration of Maturity. If any one or more of the following events (each an “Event of Default”) shall have occurred and be continuing (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or Governmental Authority or otherwise):
(a) any Loan Party shall fail to pay, when due, any principal portion of any Obligation; or
(b) any Loan Party shall fail to pay when due, any interest on any Loan, if such failure shall continue unremedied for a period of three (3) days; or
(c) any Loan Party shall fail to pay when due, any fees or other amounts payable hereunder and not covered by clauses (a) or (b) above, if such failure shall continue unremedied for a period of ten (10) days; or
8.1.2 any Loan Party or any Subsidiary shall fail to observe or perform any covenant or agreement contained in Sections 7.1, 7.2.3, 7.4.4, 7.6.2, 7.7, 7.8, 7.9, 7.15, or 7.17.3, or
8.1.3 any Loan Party or any Subsidiary shall fail to observe or perform any covenant or agreement contained in this Agreement or the other Loan Documents (other than those covered by Sections 8.1.1 or 8.1.2), for a period of thirty (30) days from the earlier of (a) the date on which such failure shall first become known to any Loan Party or any of its Subsidiaries and (b) written notice thereof is given to the Borrower by the Administrative Agent; or
8.1.4 except for the Chapter 11 Case, any Loan Party or any of its respective Subsidiaries shall commence a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, or shall consent to any such relief or to the appointment of or taking possession by any such official in an involuntary case or other proceeding commenced against it, or shall make a general assignment for the benefit of creditors, or shall fail generally to pay its debts as they become due, or shall take any corporate or other action to authorize any of the foregoing; or
8.1.5 an involuntary case or other proceeding shall be commenced against any Loan Party or any of its respective Subsidiaries seeking liquidation, reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, and such involuntary case or other proceeding shall remain undismissed or unstayed for a period of 60 days; or an order for relief shall be entered against any Loan Party or any of its respective Subsidiaries under the federal bankruptcy laws as now or hereafter in effect; or
8.1.6 any Loan Party shall fail to observe the covenant contained in Section 7.13 and such failure could reasonably be expected to have in a Material Adverse Effect; or
(i) any Loan Party or any of its respective Subsidiaries shall default in the payment of any of any Material Debt (other than the Loans), including, without limitation, the Revolving Credit Facility, and such default shall continue beyond any applicable cure period or (ii) any other event or condition occurs which results in the acceleration of a Material Debt or which permits the holder thereof to accelerate a Material Debt of the Borrower or any of its Subsidiaries; or
8.1.8 one or more judgments or orders for the payment of money aggregating in excess of $500,000 shall be rendered against any Loan Party or any of its respective Subsidiaries which is not covered by insurance as to which the insurer has acknowledged full coverage therefor �herefore (subject to customary deductibles) and coverage of which such insurer is not disputing and such judgment or order (a) shall continue unsatisfied or unstayed (unless bonded with a supersedeas bond at least equal to such judgment or order) for a period of thirty (30) days, or (b) is not fully paid and satisfied to the date on which any of its Property may be lawfully sold to satisfy such judgment or order; or
8.1.9 any representation, warranty, certification or statement made or deemed to have been made by or on behalf of any Loan Party or any other Person in this Agreement or by any Loan Party or any other Person in any certificate, financial statement or other document delivered pursuant to this Agreement shall prove to have been incorrect in any material respect when made; or
8.1.10 any material license, franchise, permit, or authorization issued to the Borrower or any of its Subsidiaries by any Governmental Authority, the loss of which could reasonably be expected to result in a Material Adverse Effect, is forfeited, revoked, or not renewed; or any proceeding with respect to such forfeiture or revocation is instituted and is not resolved or dismissed within ninety (90) days of the date of the publication of the order instituting such proceeding; or a default shall occur under any Material Agreement, other than this Agreement, to which the Borrower or any of its Subsidiaries is a party or by which any of its Property is bound which could reasonably be expected to have a Material Adverse Effect;
8.1.11 a Change of Control Event shall occur, except as a result of the issuance of Equity Interests by the Borrower, the net proceeds of which are used to prepay the Obligations in full; or
(a) this Agreement, any Security Document or any other Loan Document ceases to be in full force and effect (except in accordance with its terms) or is declared null and void or the validity or enforceability is contested or challenged by any Loan Party, any Affiliate of any Loan Party or any of their respective members, partners or shareholders; (b) any Loan Party denies that it has any liability or obligation under this Agreement, any of the Security Documents or any other Loan Document; or (c) any of the Liens and security interests granted to the Administrative Agent under the Security Documents cease to be valid or perfected or cease to have the priority required hereby or under the Security Documents; then, and in every such event, the Administrative Agent shall if requested by the Required Lenders, declare the outstanding principal balance of and accrued interest on the Loans and the other Obligations to be, and the same shall thereupon forthwith become, due and payable without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or other notice of any kind, all of which are hereby waived by the Borrower and each Guarantor; provided that in the case of any of the Events of Default specified in Sections 8.1.4 and 8.1.5 with respect to the Borrower or any Guarantor, without any notice to the Borrower or any other act by the Administrative Agent or the Lenders, the Loans and the other Obligations (together with accrued interest thereon) shall become immediately due and payable without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or other notice of any kind, all of which are hereby waived by each of the Borrower and each Guarantor. The Administrative Agent agrees to give prompt written notice to the Borrower of any remedial actions taken pursuant to Section 8.1.
Appears in 1 contract
Events of Default; Acceleration of Maturity. If any one or more of the following events (each an “"Event of Default”") shall have occurred and be continuing (whatever the reason for such Event of Default and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment, decree or order of any court or any order, rule or regulation of any administrative or Governmental Authority governmental body or otherwise):
(a) any Loan Party the Borrower shall fail to pay, when due, any principal portion of of, or interest on, the Note or any Obligation; orfees or any other amount payable hereunder;
(b) any Loan Party shall fail to pay when due, any interest on any Loan, if such failure shall continue unremedied for a period of three (3) days; or
(c) any Loan Party shall fail to pay when due, any fees or other amounts payable hereunder and not covered by clauses (a) or (b) above, if such failure shall continue unremedied for a period of ten (10) days; or
8.1.2 any Loan Party or any Subsidiary the Borrower shall fail to observe or perform any covenant or agreement contained in Sections 7.1, 7.2.3, 7.4.4, 7.6.27.6(b), 7.7, 7.8, 7.8 or 7.9, 7.15, or 7.17.3, or;
8.1.3 any Loan Party (c) the Borrower or any Subsidiary other Person (other than the Lender) shall fail to observe or perform any covenant or agreement contained in this Agreement or the other Loan Documents Papers (other than those covered by Sections 8.1.1 8.1(a) or 8.1.2(b)), for a period of thirty fifteen (3015) days from after the earlier of (ai) any Responsible Officer of the date on which Borrower shall become aware or reasonably should have become aware (regardless of the source of such failure shall first become known to any Loan Party awareness) of such default or any of its Subsidiaries and (bii) written notice thereof is specifying such default has been given to the Borrower by the Administrative Agent; orLender;
8.1.4 any Loan Party (d) the Borrower or any of its respective Subsidiaries either Guarantor shall commence a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, or shall consent to any such relief or to the appointment of or taking possession by any such official in an involuntary case or other proceeding commenced against it, or shall make a general assignment for the benefit of creditors, or shall fail generally to pay its debts as they become due, or shall take any corporate or other action to authorize any of the foregoing; or;
8.1.5 (e) an involuntary case or other proceeding shall be commenced against any Loan Party the Borrower or any of its respective Subsidiaries either Guarantor seeking liquidation, reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, and such involuntary case or other proceeding shall remain undismissed or unstayed for a period of 60 30 days; or an order for relief shall be entered against any Loan Party the Borrower or any of its respective Subsidiaries either Guarantor under the federal bankruptcy laws as now or hereafter in effect; or;
8.1.6 any Loan Party (f) the Borrower shall fail to observe pay, when due, any amount which it shall have become liable to pay to the covenant contained in PBGC or to a Plan under Title IV of ERISA; or the PBGC shall institute proceedings under Title IV of ERISA to terminate or to cause a trustee to be appointed to administer any Plan or a proceeding shall be instituted by a fiduciary of any Plan against the Borrower to enforce Section 7.13 and 515 of ERISA; or a condition shall exist by reason of which the PBGC would be entitled to obtain a decree adjudicating that any such failure could reasonably Plan must be expected to have in a Material Adverse Effect; orterminated;
(g) the Borrower or either Guarantor (i) any Loan Party or any of its respective Subsidiaries shall default in the payment of any of any Material Debt their respective Debts (other than the Loans), including, without limitation, the Revolving Credit Facility, Note) and such default shall continue beyond any applicable cure period period, (ii) shall default in the performance or observance of any other provision contained in any agreements or instruments evidencing or governing such Debt and such default is not waived and continues beyond any applicable cure period, or (iiiii) any other event or condition occurs which results in the acceleration of a Material Debt or which permits the holder thereof to accelerate a Material Debt of the Borrower or any of its Subsidiaries; orsuch Debt;
8.1.8 (h) one or more judgments or orders for the payment of money aggregating in excess of $500,000 50,000 shall be rendered against any Loan Party the Borrower or any of its respective Subsidiaries which is not covered by insurance as to which the insurer has acknowledged full coverage therefor (subject to customary deductibles) and coverage of which such insurer is not disputing either Guarantor and such judgment or order (ai) shall continue unsatisfied or unstayed (unless bonded with a supersedeas bond at least equal to such judgment or order) for a period of thirty (30) 30 days, or (bii) is not fully paid and satisfied at least ten (10) days prior to the date on which any of its Property may be lawfully sold to satisfy such judgment or order; or;
8.1.9 (i) any representation, warranty, certification or statement made or deemed to have been made by or on behalf of any Loan Party or any other Person the Borrower in this Agreement or by any Loan Party the Borrower or any other Person in any certificate, financial statement or other document delivered pursuant to this Agreement shall prove to have been incorrect in any material respect when made; ormade if such incorrect representation, warranty, certification or statement (i) could reasonably be expected to have any material adverse effect whatsoever upon the validity, performance or enforceability of any Loan Paper, (ii) is or might reasonably be expected to be material and adverse to the financial condition or business operations of any Person or to the prospects of any Person, (iii) could reasonably be expected to impair the Borrower's ability to fulfill its obligations under the terms and conditions of the Loan Papers, or (iv) could reasonably be expected to impair the Lender's ability to receive full and timely payment of the Note;
8.1.10 (j) if any default shall have occurred and be continuing under any Security Document;
(k) any material license, franchise, permit, or authorization issued to the Borrower or any of its Subsidiaries by any Governmental Authority, the loss of which could reasonably be expected to result in a Material Adverse Effect, Tribunal is forfeited, revoked, or not renewed; or any proceeding with respect to such forfeiture or revocation is instituted and is not resolved or dismissed within ninety (90) days one year of the date of the publication of the order instituting such proceeding; or or
(l) a default shall occur which shall not be cured or waived within ten (10) Business Days under any Material Agreement, other than this Agreement, to which the Borrower or any of its Subsidiaries is a party or by which any of its Property is bound which could reasonably be expected to have a Material Adverse Effect;bound; or
8.1.11 (m) a Change of Control Event shall occur; or
(a) this Agreement, any Security Document or any other Loan Document ceases to be in full force and effect (except in accordance with its terms) or is declared null and void or the validity or enforceability is contested or challenged by any Loan Party, any Affiliate of any Loan Party or any of their respective members, partners or shareholders; (b) any Loan Party denies that it has any liability or obligation under this Agreement, any of the Security Documents or any other Loan Document; or (c) any of the Liens and security interests granted to the Administrative Agent under the Security Documents cease to be valid or perfected or cease to have the priority required hereby or under the Security Documents; then, and in every such event, the Administrative Agent shall if requested by the Required LendersLender may, at its option, (i) declare the outstanding principal balance of and accrued interest on the Loans and the other Obligations Note to be, and the same shall thereupon forthwith become, due and payable without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or other notice of any kind, all of which are hereby waived by the Borrower Borrower, (ii) proceed to foreclose the Liens securing the Note, and each Guarantor(iii) take such other actions as are permitted by law; provided that in the case of any of the Events of Default specified in Sections 8.1.4 and 8.1.5 clauses (d) or (e) above with respect to the Borrower or any GuarantorBorrower, without any notice to the Borrower or any other act by the Administrative Agent or the LendersLender, the Loans and the other Obligations Note (together with accrued interest thereon) shall become immediately due and payable without presentment, demand, protest, notice of intent to accelerate, notice of acceleration or other notice of any kind, all of which are hereby waived by each of the Borrower and each Guarantor. The Administrative Agent agrees to give prompt written notice to the Borrower of any remedial actions taken pursuant to Section 8.1Borrower.
Appears in 1 contract