Agenda - Council - 08/13/2013 - Laserfiche WebLink

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ARTICLE VIII EVENTS OF DEFAULT AND REMEDIES Section 8.1 Events of Default Defined. The following shall be "Events of Default" under this Agreement and the terms "Event of Default" and "Default" shall mean, whenever they are used in this Agreement, any one or more of the following events: (a) Failure by the Company to pay the amounts required to be paid under Section 4.2(a) hereof at the times specified therein, provided, however, that if a payment default is caused by the failure of the State to make payments due to the School in a timely manner, the Company shall have a period of 90 days (or such longer period consented to by the Trustee provided the Trustee has obtained reasonable assurance that the withheld payments from the State will be made to the School in due course) to cure such payment default. The Trustee shall give telephonic or telegraphic notice, with subsequent written notice, to the Company and the Issuer of such failure. (b) Failure by the Company to observe and perform any covenant, condition or agreement on its part to be observed or performed, other than as referred to in Section 8.1(a) hereof, for a period of 30 business days after written notice specifying such failure and requesting that it be remedied shall have been given to the Company and the Issuer by the Trustee or if any representation or warranty of the Company shall be determined to be or have been a material misrepresentation or materially misleading or untrue when made; provided, however, if the failure stated in the notice cannot be corrected within the applicable period, the Trustee will not unreasonably withhold its consent to an extension of such time (but not more than 90 days) if corrective action is instituted by the Company within the applicable period and diligently pursued until the Default is corrected. (c) (i) The dissolution or liquidation of the Company or the voluntary initiation by the Company of any proceeding under any federal or state law relating to bankruptcy, insolvency, arrangement, reorganization, readjustment of debt or any other form of debtor relief, or the initiation against the Company of any such proceeding which shall remain undismissed for 60 days, or (ii) failure by the Company to promptly have discharged any execution, garnishment or attachment of such consequence as would impair the ability of the Company to carry on its operations at the Schoolhouse, or (iii) assignment by the Company for the benefit of creditors, or (iv) the entry by the Company into an agreement of composition with creditors or (v) the failure generally by the Company to pay its debts as they become due and the continuation of such failure for a period of 10 days after written notice by the Trustee. (d) Any event of default under the Indenture. (e) Any event of default under the Tax Regulatory Agreement, the Mortgage, the Lease, or the Pledge Agreement. (f) Any final judgments, or writs or warrants of attachment or of any similar processes in an aggregate amount in excess of the greater of $150,000 or 2.5% of the 33 5600861v1