Defaulting Event means the occurrence of an Event of Default or the occurrence of any condition or event which but for the giving of notice or passage of time or both would constitute an Event of Default.
Defaulting Event means any one or more of the following:
Defaulting Event means (i) a Member’s withdrawal as a Member from the Company in willful and intentional breach of Section 9.1(b), (ii) the fraud, Gross Negligence or intentional or willful misconduct of either Member, (iii) the Transfer by a Member of all or any part of its Interest in willful and intentional breach of Sections 7.1 and 7.2, or (iv) a Member’s Bankruptcy. 1.35 Defaulting Member. “Defaulting Member” shall mean a Member with respect to which a Defaulting Event occurs or which commits a Monetary Default. 1.36 Defaulting Member Loan. “Defaulting Member Loan” shall have the meaning set forth in Section 3.5(a)(iv) of this Agreement. 1.37 Defaulting Member Approval Rights. “Defaulting Member Approval Rights” shall have the meaning set forth in Section 3.5(a)(iii). 1.38 Designated Representative(s). “Designated Representative(s)” shall have the meaning set forth in Section 5.3(b) of this Agreement. 1.39
Examples of Defaulting Event in a sentence
If an IC Defaulting Event (to be further defined in the MA) has occurred before the end of the MA, the ITVFC has an option to request the Defaulting IC to acquire the ITVFC’s stake based on an independent valuation.
If a CP Defaulting Event (to be further defined in the MA) has occurred before the end of the MA, the ITVFC has an option to request the Defaulting CP to acquire all of the ITVFC’s stakes in all ICs based on an independent valuation.
The Non-Defaulting Party shall take all commercially reasonable efforts to mitigate its damages as the result of a Defaulting Event.
The closing date of any purchase under this Section6.4 shall not be later than one hundred eighty (180) days after the date actual notice of the Defaulting Event is received by the Company or such other date upon which the purchasers of the Defaulting Membership Interests and the Defaulting Member or Involuntary Transferee, as applicable, agree.
Notwithstanding the occurrence of any Defaulting Event, all of theMembership Interests of the Member (the "Defaulting Member") which are subject to such Defaulting Event (the "Defaulting Membership Interests") shall remain subject to all of the terms and conditions of this Agreement.
More Definitions of Defaulting Event
Defaulting Event means (i) a Member’s withdrawal as a Member from the Company in willful and intentional breach of Section 9.1(b), (ii) the fraud, Gross Negligence or intentional or willful misconduct of either Member, (iii) the Transfer by a Member of all or any part of its Interest in willful and intentional breach of Sections 7.1 and 7.2, or (iv) a Member’s Bankruptcy. 1.35
Defaulting Event means any one or more of the following: the petitioning into bankruptcy of any Shareholder/Limited Partner or the making of any assignment by a Shareholder/Limited Partner for the benefit of his or its creditors; the seizure and attachment of a Shareholder/Limited Partner's Shares for the payment of any judgment or order; the failure by a Shareholder/Limited Partner to obtain, perform or carry out any of its obligations in this Agreement where such failure continues for thirty (30) days after notice in writing from either the Corporate General Partner or the other Shareholders/Limited Partners, or any one of them, demanding that such default be cured; the failure by any Shareholder/Limited Partner to take reasonable action to prevent or defend any action or proceedings whereby any of its Shareholder/Limited Partner's Interest is seized or, if there be an execution or attachment thereof, where such failure continues for thirty (30) days after the other Shareholders/Limited Partners, or any of them, has demanded in writing that such Shareholders/Limited Partners take such reasonable action and such Shareholder/Limited Partner fails to take any such action or proceedings; the bankruptcy or commission of an act of bankruptcy by a Shareholder/Limited Partner or the appointment of a receiver or receiver-manager in respect of the Shareholder/Limited Partner's Shares; the institution of proceedings for the dissolution or winding-up of any Shareholder/Limited Partner. Notwithstanding the foregoing, if a Shareholder/Limited Partner is dissolved by the Lieutenant Governor in Council, pursuant to Section 133 of the MGA, this shall not be deemed to be a Defaulting Event;
Defaulting Event means the occurrence of any event which deprives or divests any Member of any of his right, title or interest in or to his Membership Interests, including but not limited to, the following:
Defaulting Event means (a) a general assignment by the Partnership or by any of the Partners for the benefit of creditors; (b) the appointment of a receiver, trustee or custodian for all or any substantial part of the property and assets of the Partnership or of any of the Partners; (c) the entry of an order for relief under Title 11 of the United States Code, as amended from time to time, against the Partnership or against any of the Partners, or any other judgment or decree entered against the Partnership or against any of the Partners by any court of competent jurisdiction [which order, judgment or decree continues unstayed and in effect for a period of sixty (60) consecutive days] in any involuntary proceeding against the Partnership or against any of the Partners under present or future federal bankruptcy laws or under any other applicable bankruptcy, insolvency or other laws respecting debtor's rights; or (d) the commencement by the Partnership or by any of the Partners of any voluntary proceeding under present or future federal bankruptcy laws or under any other applicable bankruptcy, insolvency or other laws respecting debtor's rights.
Defaulting Event means (i) the failure of a Member to make its First Capital Contribution, its Second Capital Contribution or its Third Capital Contribution as set forth in Section 7 hereof; (ii) a Member's withdrawal or retirement from the Company in breach of the covenant contained in Section 17 hereof, (iii) the disposition (whether voluntary or by operation of law) by a Member of all or any part of such Member's interest in the Company (or such Member's right to receive distributions of Company property or assets) in breach of the covenant contained in Section 16.1 hereof, (iv) with respect to any Member which is a corporation, partnership or trust, the liquidation or dissolution of such Entity, except in connection with a reorganization, merger, consolidation or business combination in which there is a surviving Entity, subject to the Investor Member's rights set forth in Section 16.3 hereof, or (v) any Uncured Major Default of such Member. In the case of the Managing Member, in addition to any of the events described in the preceding clauses (i) through (v), the Managing Member shall have suffered a Defaulting Event in the event of a breach by the Managing Member of the covenant contained in Section 16.3 hereof. In the case of the Investor Member, in addition to any of the events described in the preceding clauses (i) through (v), the Investor Member shall have suffered a Defaulting Event in the event of a breach by the Investor Member of the covenant contained in Section 16.2 hereof.
Defaulting Event means (i) the failure of a Member to make its First Capital Contribution or its Second Capital Contribution as set forth in Section 7 hereof; (ii) a Member's withdrawal or retirement from the Company in breach of the covenant contained in Section 17 hereof, (iii) the disposition (whether voluntary or by operation of law) by a Member of all or any part of such Member's interest in the Company (or such Member's right to receive distributions of Company property or assets) in breach of the covenant contained in Section 16.1 hereof, (iv) with respect to any Member which is a corporation, partnership or trust, the liquidation or dissolution of such Entity, except in connection with a reorganization, merger, consolidation or business combination in which there is a surviving Entity, subject to the Investor Member's rights set forth in Section 16.3 hereof, or (v) any Uncured Major Default of such Member. In the case of the Managing Member, in addition to any of the events described in the preceding clauses (i) through (v), the Managing Member shall have suffered a Defaulting Event in the event of a breach by the Managing Member of the covenant contained in Section 16.3 hereof. In the case of the Investor Member, in addition to any of the events described in the preceding clauses (i) through (v), the Investor Member shall have suffered a Defaulting Event in the event of a breach by the Investor Member of the covenant contained in Section 16.2 hereof.
Defaulting Event refers to any event listed in Article 7.1 of this Agreement.