Specified Default. An Event of Default occurring under Sections 11.1(a), 11.1(b), 11.1(c) (solely in respect of Borrowers’ failure to comply with (x) the reporting requirements set forth in Section 8.1, (y) the cash management requirements set forth in Section 6.3(c), or (z) the financial covenants set forth in Section 10.3), or 11.1(j).
Specified Default. In the absence of an exercise of the Investor’s Election, the Company may be in default under Sections 8(i) and 8(x) of the Investor Note(s) for failure to pay the outstanding amounts due under the Investor Note(s) (the “Specified Default”).
Specified Default. The following events shall constitute a specified default (a “Specified Default”) with respect to the Specified Default Parties:
Specified Default. An Event of Default arising under any of the following paragraphs of Article VIII:
Specified Default. As used in this Section 14, the term “Specified Default” means (i) any Default pursuant to Section 9.1(a) or Section 9.1(e) of the Loan Agreement or (ii) any Event of Default.
Specified Default. For the avoidance of doubt, nothing contained in this Amendment is intended, or shall be deemed or construed, to (i) constitute a waiver of the Specified Default or any existing or future Defaults or Events of Default (including any Event of Default arising from the Specified Default) or compliance with any term or provision of the Loan Documents or at law or in equity, (ii) establish a custom or course of dealing between the Borrower, on the one hand, and the Administrative Agent and/or any Lenders, on the other hand, or (iii) waive, alter or impair the obligations or any of the rights or remedies of the Administrative Agent or the Lenders under the Loan Documents, at law or in equity. The Administrative Agent and the Lenders expressly reserve all of their rights, powers, privileges and remedies under the Credit Agreement, the other Loan Documents, applicable law or otherwise with respect to any Default or Event of Default (including the Specified Default) now existing or hereafter arising under the Credit Agreement or any of the other Loan Documents, including (as applicable): (i) the right to declare the commitments to be terminated, (ii) the right to demand immediate full payment of all Obligations owing under the Credit Agreement and the other Loan Documents, (iii) the right to demand default 4886-6992-8312 v.3 interest and (iv) the right to enforce any remedies in respect of assets subject to a security interest in favor of the Administrative Agent, including applying any cash collateral to repay any outstanding Obligations. The failure of the Administrative Agent or any Lender to exercise any such rights, powers, privileges and remedies is not intended, and shall not be construed, to be a waiver of any such Default or Event of Default (including the Specified Default). The Administrative Agent and Lenders may elect to exercise any or all of their rights, at their sole option, at any time hereafter, without the necessity of any further notice, demand or other action on the part of the Administrative Agent or Lenders. To the extent that the Credit Agreement or any other Loan Document prohibits, restricts or limits the use of or reliance on any “basket” by any of the Obligors or any of their respective Subsidiaries upon the occurrence and during the continuance of a Default or Event of Default, or includes any other limitation, restriction or prohibition on certain actions or inactions that may be taken or omitted or otherwise acquiesced to by or on be...
Specified Default. Each Credit Party acknowledges and agrees that (i) the Specified Default constitutes a material Default or Event of Default that has occurred and is continuing as of the date hereof or may occur during the Second Amendment Period, as the case may be, and (ii) except for the Current Default, no other Events of Default have occurred and are continuing as of the date hereof.
Specified Default. Current Default The Event of Default arising under Section 7.1(a) of the Note Agreement resulting from the Issuer’s failure to pay interest due and payable on or about July 1, 2018 as required under Section 1.3(a) of the Note Agreement. Table of Contents EXHIBIT B Blackline of Amendment No. 2 to the Existing Note Agreement [see attached] Table of Contents EXHIBIT AB SECOND LIEN NOTE PURCHASE AGREEMENT Dated as of April 29, 2016 by and among KAMD MERGER SUB, INC., as the Initial Issuer, AMENDIA, INC., as the Issuer after the consummation of the Closing Date Merger, as the successor in-interest to the Initial Issuer by operation of law as a result of the Closing Date Merger, KAMD BUYER, INC., as Holdings, THE OTHER PERSONS PARTY HERETO THAT ARE DESIGNATED AS CREDIT PARTIES, METLIFE PRIVATE EQUITY HOLDINGS, LLC and METLIFE INSURANCE K.K., as Purchasers, and CORTLAND CAPITAL MARKET SERVICES LLC, as Agent for the Purchasers NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE LIEN AND SECURITY INTEREST GRANTED TO THE SECOND LIEN AGENT PURSUANT TO OR IN CONNECTION WITH THIS AGREEMENT, CERTAIN TERMS OF THIS AGREEMENT AND THE EXERCISE OF CERTAIN RIGHTS AND REMEDIES BY THE SECOND LIEN AGENT IN CONNECTION HEREWITH ARE SUBJECT TO THE PROVISIONS OF THE INTERCREDITOR AGREEMENT DATED AS OF APRIL 29, 2016 (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “INTERCREDITOR AGREEMENT”), BETWEEN ANTARES CAPITAL LP, AS THE FIRST LIEN AGENT, AND CORTLAND CAPITAL MARKET SERVICES LLC, AS SECOND LIEN AGENT. IN THE EVENT OF ANY CONFLICT BETWEEN THE TERMS OF THE INTERCREDITOR AGREEMENT AND THIS AGREEMENT, THE TERMS OF THE INTERCREDITOR AGREEMENT SHALL CONTROL. Table of Contents TABLE OF CONTENTS Page ARTICLE I THE CREDITS 2 1.1 The Term Loans 2 1.2 Evidence of Term Loans; Notes 2
Specified Default. The Obligors have advised the Purchaser that an Event of Default has occurred and continued from the period of July 1, 2014 to and ending on the date of this Joinder and Limited Waiver under Section 9.5 of the Note Purchase Agreement by reason of the Dissolution, as the Obligors were obligated to at all times preserve and keep in full force and effect their respective corporate existence and their respective corporate existence of each of their respective Subsidiaries.
Specified Default. An Event of Default under Section 8.01(c) of the Credit Agreement as a result of Company’s failure to enter into a final definitive agreement (including exhibits and schedules as applicable) with respect to the sale of all or substantially all of the Credit Parties’ and their Subsidiaries’ business, as required by Section 5.15(a) of the Credit Agreement.
