Investor Default. At all times when an Event of Default has occurred and is continuing, if any applicable Investor is delinquent funding a Capital Call or otherwise in breach of any of its obligations to any Borrower, then such Borrower shall exercise its available remedies as to such Investor (other than the delivery of a defaulted payment notice) only with the written consent of Administrative Agent.
Investor Default. At all times when an Event of Default has occurred and is continuing and any Investor has failed to fund any Capital Contribution when due or otherwise defaulted on any of its obligations to any Credit Party, then such Credit Party shall exercise its available remedies as to such Investor only with the written consent of the Administrative Agent, at the direction of the Required Lenders.
Investor Default. At all times when a Fund Group Event of Default has occurred and is continuing with respect to any Credit Party’s Fund Group and any Investor of such Fund Group has failed to fund any Capital Contribution to such Fund Group when due or otherwise defaulted on any of its obligations to any Credit Party in such Fund Group, then such Credit Party shall exercise its available remedies as to such Investor only with the written consent of the Administrative Agent, at the direction of the Required Lenders.
Investor Default. To the extent the Borrower has outstanding Obligations under this Credit Agreement or any other Loan Document, in the event that any Investor fails to fund any Capital Contribution pursuant to a Capital Call when due or otherwise defaults on any of its obligations to any Borrower, then during the continuance of an Event of Default, such Borrower shall exercise any discretion it may have with respect to its available remedies as to such Investor only with the written consent of the Administrative Agent, at the direction of the Required Lenders.
Investor Default. At all times when an Event of Default has occurred and is continuing and any Investor has failed to fund any Capital Contribution when due, then the applicable Borrower or Feeder Fund shall exercise its available remedies as to such Investor only with the written consent of the Administrative Bank, at the direction of the Required Lenders.
Investor Default. If the Investor fails to fund (or cause to be funded) any Installment in full when due under Section 1.3 (a “Default”) and that Default continues for 20 days, then the amount unfunded will accrue a late fee from the date it was due (i.e., without giving effect to the 20-day grace period) until the date it is funded in full at a rate equal to ***% per annum (or, if such rate is not permitted by applicable Law, such lower rate that is the highest rate permitted by applicable Law). If the Default continues for 60 days, then all of the Investor’s rights (but not obligations) under Section 1.6 and Articles 7, 8 and 9 will be suspended without any other further action until the unfunded amount then due shall have been received in full by the Company Parties unless those rights have otherwise terminated pursuant to this Agreement.
Investor Default. If Investor defaults in the observance or performance of its covenants and obligations hereunder, and such default continues for the greater of five (5) Business Days after the date of receipt of written notice from Existing Members demanding cure of such default, or the expiration of other applicable cure periods set forth in this Agreement, Existing Members shall be entitled, as its sole and exclusive remedy hereunder (except with respect to any right, obligation or liability which survives Closing or termination of this Agreement, including the indemnification obligation of Investor set forth in Paragraph 4.3), to Terminate this Agreement by written notice to Investor of such termination and to receive payment of the Deposit as full liquidated damages for such default of Investor the parties hereto acknowledging the difficulty of ascertaining the actual damages in the event of such a default, that it is impossible more precisely to estimate the damages to be suffered by Existing Members upon Investor’s default, that such forfeiture of the Deposit is intended not as a penalty, but as full liquidated damages and that such amount constitutes a reasonable good faith estimate of the potential damages arising therefrom, it being otherwise difficult or impossible to estimate Existing Members’ actual damages which would be suffered by Existing Members in the event of default by Investor. Except with respect to any right, obligation or liability which survives Closing or termination of this Agreement, including the indemnification obligation of Investor set forth in Paragraph 4.3, Existing Members’ right to Terminate this Agreement and receive payment of the Deposit as full liquidated damages, are Existing Members’ sole and exclusive remedies in the event of default hereunder by Investor, and Existing Members hereby waive, relinquish and release any and all other rights and remedies (except any that survive termination pursuant to the express provisions of this Agreement), including, but not limited to: (1) any right to xxx Investor or its affiliates for damages or to prove that Existing Members’ actual damages exceed the Deposit which is hereby provided Existing Members as full liquidated damages, (2) any right to xxx Investor for specific performance, or (3) any other right or remedy which Existing Members may otherwise have against Investor or its affiliates, either at law, or equity or otherwise.
Investor Default. After the occurrence and during the continuance of an Event of Default, in the event that the Investor fails to fund any capital contribution pursuant to a Capital Call when due (after giving effect to any applicable grace period) or otherwise defaults in any material respect on any of its material obligations to any Fund, the applicable Fund and/or General Partner may exercise any discretion it may have with respect to its available remedies only with the written consent of the Administrative Agent (such consent not to be unreasonably withheld, delayed or conditioned).
Investor Default. The Investor shall fail to perform or observe any covenant or agreement contained herein or in any Ancillary Agreement, to which it is a party, and such failure shall continue for 10 days after receipt from the Company of written notice thereof;
Investor Default. If any Investor shall default in its obligation to purchase Securities that it has agreed to purchase hereunder at a Closing, the non-defaulting Investor or Investors shall have the option, at its or their sole discretion, to purchase any or all of the Securities that such defaulting Investor agreed to purchase hereunder at such Closing as set forth below. For the avoidance of doubt, in no event shall the Company have the right to require any non-defaulting Investor to purchase Securities that a defaulting Investor failed to purchase at a Closing. In the event of default by any Investor, the Company shall give written notice to the non-defaulting Investors of such default (the “Default Notice”), which Default Notice shall specify the amount of Securities that the defaulting Investor failed to purchase at the applicable Closing (the “Remaining Securities”). Each non-defaulting Investor shall have an option, exercisable for a period of 10 days following the date of delivery of the Default Notice, to purchase, on a pro rata basis according to the number of Securities owned by such Investor so electing, the Remaining Securities for the consideration and on the terms and conditions set forth in the Default Notice. Such option shall be exercised by the delivery by such Investor of written notice to the Secretary of the Company. In the event that the options to purchase Remaining Securities under this Section 8.2 have not been exercised by the non-defaulting Investors with respect to all of the Remaining Securities, those Investors who have exercised their options within the 10-day period specified in this Section 8.2 shall have an additional option, for a period of five days next succeeding the expiration of such 10-day period, to purchase all or any part of the balance of such Remaining Securities on the terms and conditions set forth in the Default Notice, which option shall be exercised by the delivery of written notice to the Secretary of the Company. In the event there are two or more such Investors who choose to exercise the last-mentioned option for a total number of Remaining Securities in excess of the number available, the Remaining Securities available for each such Investor’s option shall be allocated to each such Investor pro rata based on the number of Securities owned by the Investor so electing. The closing of any purchase of Remaining Securities shall occur remotely via exchange of documents and signatures within seven days of the applicable not...
