Common use of Put Default Clause in Contracts

Put Default. A “Put Default” shall occur if at any time (i) the Company fails to comply on a timely basis with the dividend payment provisions of the Shares, but only if no GECC Default has occurred and remains continuing or results therefrom; (ii) there is a Guaranty Default; (iii) the Company fails to make eight quarterly dividend payments in respect of the Shares (whether in consecutive calendar quarters or not), even if UWG receives any payment in respect thereto, (iv) the Company defaults under any agreement relating to any financial support provided by UWG or any of its Subsidiaries to the Company and such default continues for thirty (30) calendar days after written notice of such default is given to the Company by UWG; (v) there is any other breach of the Company’s representations, warranties, covenants and agreements in the Exchange Agreement, the Supply Agreement or any other contractual relationship between the Company and UWG or any of its subsidiaries which entitles UWG to demand the early payments of amounts due thereunder or to otherwise exercise significant remedial actions thereunder; (vi) there is an Annual Put Default; or (vii) there is a Change of Control or an IPO. Upon the occurrence of a Put Default, UWG (at its option) may require the Company to purchase any or all Shares which UWG may then hold at the Series A Put Price (the “Default Put Right”).