Common use of Material Occurrences Clause in Contracts

Material Occurrences. Within three (3) Business Days of obtaining knowledge thereof, notify Agent in writing upon the occurrence of: (a) any Event of Default or Default; (b) any event of default or event which with the giving of notice or lapse of time, or both, would constitute an event of default under any of the Subordinated Indebtedness Documents; (c) any event, development or circumstance whereby any financial statements or other reports furnished to Agent fail in any material respect to present fairly, in accordance with GAAP consistently applied, the financial condition or operating results of any Loan Party or Subsidiary thereof as of the date of such statements; (d) any accumulated retirement plan funding deficiency which, if such deficiency continued for two plan years and was not corrected as provided in Section 4971 of the Code, could subject any Loan Party to a tax imposed by Section 4971 of the Code; (e) each and every default by any Loan Party which might result in the acceleration of the maturity of any Indebtedness of more than $1,000,000, including the names and addresses of the holders of such Indebtedness with respect to which there is a default existing or with respect to which the maturity has been or could be accelerated, and the amount of such Indebtedness; and (f) any other development in the business or affairs of any Loan Party, which could reasonably be expected to have a Material Adverse Effect; in each case describing the nature thereof and the action such Loan Party proposes to take with respect thereto.

Appears in 3 contracts

Samples: Revolving Credit and Security Agreement and Guaranty (Viant Technology Inc.), Revolving Credit and Security Agreement and Guaranty (Viant Technology Inc.), Security Agreement (Viant Technology Inc.)

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Material Occurrences. Within three (3) Business Days of obtaining knowledge thereof, The Borrower shall promptly notify Agent and Purchasers in writing upon the occurrence of: of (a) any Event of Default or Default with such notice stating that it is a “Notice of Default; (b) any event of default or event which with the giving of notice or lapse of time, or both, would constitute an event of default under any of the Subordinated Indebtedness Documents; (c) any event, development or circumstance whereby any financial statements or other reports furnished to Agent fail in any material respect to present fairly, in accordance with GAAP consistently applied, the financial condition or operating results of the Borrower and its Subsidiaries or any Loan Note Party or Subsidiary thereof as of the date of such statements; (d) any accumulated retirement plan funding deficiency which, if such deficiency continued for two plan years and was not corrected as provided in Section 4971 of the Code, could subject any Loan Party to a tax imposed by Section 4971 of the Code; (ec) each and every default by any Loan Note Party or any Subsidiary which might result in the acceleration of the maturity of any Indebtedness having an outstanding principal amount in excess of more than $1,000,000500,000 individually or $1,000,000 in the aggregate, including the names and addresses of the holders of such Indebtedness with respect to which there is a default existing or with respect to which the maturity has been or could be accelerated, and the amount of such Indebtedness; and (fd) any other development in the business or affairs of any Loan Party, Note Party or any Subsidiary which could reasonably be expected to have a Material Adverse Effect; in each case describing the nature thereof and the action such Loan Note Party proposes or such Subsidiary propose to take with respect thereto.

Appears in 3 contracts

Samples: Note Purchase Agreement (Arena Group Holdings, Inc.), Note Purchase Agreement (theMaven, Inc.), Note Purchase Agreement (theMaven, Inc.)

Material Occurrences. Within three (3) Business Days of obtaining knowledge thereof, Promptly notify Agent in writing upon the occurrence of: of (a) any Event of Default or Default; (b) any event “Event of default Default” or event which “Default” (in each case, as defined in the Term Loans B Credit Agreement), and promptly provide Agent with the giving copies of any written notices with respect thereto, including, without limitation, any notice of acceleration of all or lapse of time, or both, would constitute an event of default under any portion of the Subordinated Indebtedness Documents“Obligations” as defined in the Term Loans B Credit Agreement; (c) any event, development or circumstance whereby any financial statements or other reports furnished to Agent fail in any material respect to present fairly, in accordance with GAAP consistently applied, the financial condition or operating results of any Loan Party or Subsidiary thereof as of the date of such statements; (d) the receipt of any notice with respect to the potential exercise of a “put” under the Subordinated Credit Agreement and promptly provide to Agent a copy of any such notice; (e) any accumulated retirement plan funding deficiency which, if such deficiency continued for two plan years and was not corrected as provided in Section 4971 of the Code, could subject any Loan Party to a tax imposed by Section 4971 of the Code; (ef) each and every default by any Loan Party which might result in the acceleration of the maturity of any Indebtedness of more than $1,000,000Indebtedness, including the names and addresses of the holders of such Indebtedness with respect to which there is a default existing or with respect to which the maturity has been or could be accelerated, and the amount of such Indebtedness; and (fg) any other development in the business or affairs of any Loan Party, Party which could reasonably be expected to have a Material Adverse Effect; in each case describing the nature thereof and the action such Loan Party proposes to take with respect thereto.

Appears in 1 contract

Samples: Loan and Security Agreement (Vision-Ease Lens CORP)

Material Occurrences. Within three Promptly, but in any event no later than five (35) Business Days of obtaining knowledge thereofdays after such occurrence, notify the Agent in writing upon the occurrence of: of (a) any Event of Default or Default; (b) any event of default under the Xxxxxxxxxx Loan Documents or event which with the giving of notice or lapse of time, or both, would constitute an event of default under any of the Subordinated Indebtedness DocumentsSenior Notes Documentation; (c) any event, development or circumstance whereby any financial statements or other reports furnished to the Agent fail in any material respect to present fairly, in accordance with GAAP consistently applied, the financial condition or operating results of any Loan Party or Subsidiary thereof Radnor and its Subsidiaries on a consolidated basis as of the date of such statements; (d) any accumulated retirement plan funding deficiency which, if such deficiency continued for two (2) plan years and was not corrected as provided in Section 4971 of the Code, could subject any Loan Party to a tax imposed by Section 4971 of the Code; (e) each and every default by any Loan Party which might would reasonably be expected to result in the acceleration of the maturity of any Indebtedness which individually, or in the aggregate, is in excess of more than Five Million and 00/100 Dollars ($1,000,0005,000,000.00), including the names and addresses of the holders of such Indebtedness with respect to which there is a default existing or with respect to which the maturity has been or could be accelerated, and the amount of such Indebtedness; and (f) any other development in the business or affairs of any Loan Party, Party which could reasonably be expected to have a Material Adverse Effect; in each case case, to the extent permitted by applicable law, describing the nature thereof and the action such the Loan Party proposes Parties propose to take with respect thereto.

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (Radnor Holdings Corp)

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Material Occurrences. Within three (3) Business Days of obtaining knowledge thereof, Immediately notify Administrative Agent in writing upon the occurrence of: (a) any Event of Default or Default; (b) any event of default or event which with the giving of notice or lapse of time, or both, would constitute an event of default under any of the Subordinated Indebtedness Documents; (c) any event, development or circumstance whereby any financial statements or other reports furnished to Administrative Agent fail in any material respect to present fairly, in accordance with GAAP consistently applied, the financial condition or operating results of any Loan Party or Subsidiary thereof as of the date of such statements; (dc) any accumulated retirement plan funding deficiency which, if such deficiency continued for two plan years and was not corrected as provided in Section 4971 of the Code, could subject any Loan Party Party, any Subsidiary or any member of the Controlled Group to a tax imposed by Section 4971 of the Code; (ed) each and every default by any Loan Party or Subsidiary which might result in the acceleration of the maturity of any Indebtedness of more than $1,000,000Indebtedness, including the names and addresses of the holders of such Indebtedness with respect to which there is a default existing or with respect to which the maturity has been or could be accelerated, and the amount of such Indebtedness; and (fe) any other development in the business or affairs of any Loan PartyParty or Subsidiary, which could reasonably be expected to have a Material Adverse Effect; in each case describing the nature thereof and the action such Loan Party proposes Parties propose to take with respect thereto.

Appears in 1 contract

Samples: Security Agreement (Asv Holdings, Inc.)

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