Defaulting Venturer definition

Defaulting Venturer means any Venturer failing to perform any ------------------- of the obligations of such Venturer under this Agreement or violating the provisions of this Agreement.
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Defaulting Venturer has the meaning set forth in Section 12.1 hereof
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Defaulting Venturer shall have the meaning as defined in Section 13.1 ------------------- below.
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Examples of Defaulting Venturer in a sentence

  • The Administrative Venturer shall, at the expense of the Venture, discharge or cause the discharge of the duties of the Administrative Venturer unless and until (i) the Administrative Venturer resigns as the Administrative Venturer, or (ii) the Administrative Venturer becomes a Defaulting Venturer.

  • If a Defaulting Venturer completely cures all of such defaults within the aforesaid cure periods, then such defaults shall be deemed no longer to exist and such Venturer shall be deemed no longer to constitute a Defaulting Venturer unless and until another default by such Venturer occurs.

  • The breach or violation by the Administrative Venturer of any provision of this Subsection, or of any other duty or obligation imposed upon the Administrative Venturer by this Agreement, shall subject to the Administrative Venturer to the provisions of Subsection 4.4 hereof as a Defaulting Venturer (provided the Administrative Venturer is then also a Venturer) only if such breach or violation by the Administrative Venturer involves fraud, negligence or willful misconduct.

  • A Defaulting Venturer shall have no power or authority to bind the Venture or the Venturers but shall cooperate with and, to the extent requested, assist the Nondefaulting Venturers in every way possible.

  • At any time during the continuance of an Event of Default under this Agreement, the non-defaulting Venturer, without limiting any other rights or remedies it may have under this Agreement, at law or in equity, may, upon written notice (the "Appraisal Notice") delivered to the Defaulting Venturer, elect to purchase all (but not less than all) of the Interest of the Defaulting Venturer for cash in an amount equal to 80% of the Appraised Value of the Defaulting Venturer's Interest.

  • Upon the occurrence of any Event of Default, the non-defaulting Venturer shall have the right, without limitation, to exercise any and all rights and remedies set forth in this Agreement or as may be available at law or in equity against the Defaulting Venturer.

  • At the closing, the Defaulting Venturer shall deliver to the non-defaulting Venturer good title to its Interest, free and clear of any liens, claims or other encumbrances.

  • The closing of the purchase and sale of the Interest of the Defaulting Venturer pursuant to this Section 11.5 shall occur not later than 90 days after determination of the Appraised Value, or such other time as may be directed by the New Jersey Gaming Authorities.

  • If such other Venturer contributes any amount to the Joint Venture pursuant to this Section 3.5, immediately following such contribution the Interest of the contributing Venturer in the Joint Venture shall be increased and the Interest of the Defaulting Venturer in the Joint Venture shall be decreased.

  • In the event that the non-defaulting Venturer contributes the full amount of capital that the Defaulting Venturer shall have failed to contribute, the reduction in the Defaulting Venturer's Interest shall be the sole measure of damages resulting from the occurrence of such a failure.


More Definitions of Defaulting Venturer

Defaulting Venturer shall have the meaning set forth in Section 5.08.
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Defaulting Venturer shall have the meaning set forth in Section 2.2.1.
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Defaulting Venturer has the meaning set Section 6.3 hereof.
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Defaulting Venturer shall have the meaning assigned to such term in Sections 4.02(c), 4.02(d) and 5.04.
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Related to Defaulting Venturer

  • Defaulting Partner shall have the meaning set forth in Section 9.1.

  • Defaulting Member has the meaning set forth in Section 3.3(a).

  • Defaulting Entity shall have the meaning set forth for such term in Section 6.02(a) hereof. “Deficiency Amount” shall have the meaning set forth for such term in Section 4.03(a) hereof. “Department” shall mean the South Carolina Department of Revenue.

  • Defaulting Limited Partner means a Limited Partner that has failed to pay any amount owed to the Partnership under a Partnership Loan within 15 days after demand for payment thereof is made by the Partnership.

  • Defaulting Participant means a Participant which the Project Committee has declared to be in substantial breach of this Consortium Agreement or the PPP Allowance Agreement in accordance with Sections 3.5 and 6.5 of this Consortium Agreement;

  • Defaulting Shareholder has the meaning set out in clause 16.7;

  • Defaulting Investor is defined in the definition of “Exclusion Event” herein.

  • Defaulting Bank means, at any time, subject to Section 2.18(d), (i) any Bank that has failed for two or more consecutive Business Days to comply with its obligations under this Agreement to make available its ratable portion of a Borrowing (each, a “funding obligation”), unless such Bank has notified the Agent and a Borrower in writing that such failure is the result of such Bank’s determination that one or more conditions precedent to funding has not been satisfied (which conditions precedent, together with the applicable default, if any, will be specifically identified in such writing), (ii) any Bank that has notified the Agent or a Borrower in writing, or has stated publicly, that it does not intend to comply with its funding obligations hereunder, unless such writing or statement states that such position is based on such Bank’s determination that one or more conditions precedent to funding cannot be satisfied (which conditions precedent, together with the applicable default, if any, will be specifically identified in such writing or public statement), (iii) any Bank that has, for three or more Business Days after written request of the Agent or a Borrower, failed to confirm in writing to the Agent and the Borrowers that it will comply with its prospective funding obligations hereunder (provided that such Bank shall cease to be a Defaulting Bank pursuant to this clause (iii) upon the Agent’s and the Borrowers’ receipt of such written confirmation), (iv) any Bank with respect to which a Bank Insolvency Event has occurred and is continuing with respect to such Bank or its Parent Company, or (v) any Bank that has become the subject of a Bail-In Action; provided that a Bank shall not be a Defaulting Bank solely by virtue of the ownership or acquisition of any equity interest in such Bank or its Parent Company by a Governmental Authority or an instrumentality thereof. Any determination by the Agent that a Bank is a Defaulting Bank under any of clauses (i) through (v) above will be conclusive and binding absent manifest error, and such Bank will be deemed to be a Defaulting Bank (subject to Section 2.18(d)) upon notification of such determination by the Agent to the Borrowers and the Banks. The Agent will promptly send to all parties hereto a copy of any notice to the Borrowers provided for in this definition.

  • Defaulting Party has the meaning specified in Section 6(a).

  • Defaulting Purchaser means, subject to Section 2.11(c), any Purchaser that (a) has failed to (i) fund all or any portion of such Purchaser’s Pro Rata Share of any Payment Amount by the time such amount was required to be funded hereunder unless such Purchaser notifies the Administrative Agent and the Seller Representative in writing that such failure is the result of such Purchaser’s good faith determination that one or more of the conditions precedent to funding (specifically identified in writing and including the particular default if any) has not been satisfied, or (ii) pay to the Administrative Agent or any other Purchaser any other amount required to be paid by it hereunder within two Business Days of the date when such payment is due, (b) has notified the Seller Representative, any Seller, the Administrative Agent, or any Purchaser in writing that it does not intend to comply with its funding obligations hereunder, or has made a public statement to the effect that it does not intend to comply with any of its funding obligations under this Agreement (unless such writing or public statement indicates that such position is based on such Purchaser’s good faith determination that a condition precedent to funding (specifically identified and including the particular default, if any) cannot be satisfied) or generally under other agreements in which it commits to extend credit, (c) has failed, within three Business Days after written request by the Administrative Agent or the Seller Representative, to confirm in writing to the Administrative Agent and the Seller Representative that it will comply with its prospective funding obligations hereunder (provided that such Purchaser shall cease to be a Defaulting Purchaser pursuant to this clause (c) upon receipt of such written confirmation by the Administrative Agent and the Seller Representative) or (d) has, or has a direct or indirect parent company that has, (i) become the subject of an Insolvency Event; provided that a Purchaser shall not be a Defaulting Purchaser solely by virtue of the ownership or acquisition of any equity interest in that Purchaser or any direct or indirect parent company thereof by a Governmental Authority so long as such ownership interest does not result in or provide such Purchaser with immunity from the jurisdiction of courts within the United States or from the enforcement of judgments or writs of attachment on its assets or permit such Purchaser (or such Governmental Authority) to reject, repudiate, disavow or disaffirm any contracts or agreements made with such Purchaser. Any determination by the Administrative Agent that a Purchaser is a Defaulting Purchaser under any one or more of clauses (a) through (d) above shall be conclusive and binding absent manifest error, and such Purchaser shall be deemed to be a Defaulting Purchaser (subject to Section 2.11(c)) upon delivery of written notice of such determination to the Seller Representative and each Purchaser.

  • Potential Defaulting Lender means, at any time, (i) any Lender with respect to which an event of the kind referred to in the definition of “Lender Insolvency Event” has occurred and is continuing in respect of any financial institution affiliate of such Lender, (ii) any Lender that has notified, or whose Parent Company or a financial institution affiliate thereof has notified, the Agent, the Borrower or the Issuing Banks in writing, or has stated publicly, that such Parent Company or financial institution affiliate of such Lender does not intend to comply with its funding obligations under any other loan agreement or credit agreement or other financing agreement, unless such writing or statement states that such position is based on such Parent Company or financial institution affiliate of such Lender’s determination that one or more conditions precedent to funding cannot be satisfied (which conditions precedent, together with the applicable default, if any, will be specifically identified in such writing or public statement), or (iii) any Lender that has, or whose Parent Company has, a non-investment grade rating from Moody’s or S&P or another nationally recognized rating agency. Any determination by the Agent that a Lender is a Potential Defaulting Lender under any of clauses (i) through (iii) above will be conclusive and binding absent manifest error, and such Lender will be deemed a Potential Defaulting Lender (subject to Section 2.19(e)) upon notification of such determination by the Agent to the Borrower, the Issuing Banks and the Lenders.

  • Defaulting Lender means any Lender with respect to which a Lender Default is in effect.

  • Potentially Defaulting Party means a Party that, but for a cure of a Potential Event of Default or failure of performance, would be a Defaulting Party.

  • Non-Defaulting Member means a Member who is not a Defaulting Member.

  • Defaulting Lender Fronting Exposure means, at any time there is a Defaulting Lender, (a) with respect to the Issuing Bank, such Defaulting Lender’s Applicable Percentage of the outstanding Letter of Credit obligations other than Letter of Credit obligations as to which such Defaulting Lender’s participation obligation has been reallocated to other Lenders or cash collateralized in accordance with the terms hereof, and (b) with respect to the Swingline Lender, such Defaulting Lender’s Applicable Percentage of Swingline Loans other than Swingline Loans as to which such Defaulting Lender’s participation obligation has been reallocated to other Lenders or cash collateralized in accordance with the terms hereof.

  • Non-Defaulting Bank means each Bank other than a Defaulting Bank.

  • Non-Defaulting Party has the meaning specified in Section 6(a).

  • Non-Defaulting Lender means, at any time, each Lender that is not a Defaulting Lender at such time.

  • Defaulting Lender Rate means (a) for the first 3 days from and after the date the relevant payment is due, the Base Rate, and (b) thereafter, the interest rate then applicable to Advances that are Base Rate Loans (inclusive of the Base Rate Margin applicable thereto).

  • Potentially Non-Defaulting Party means a Party that, but for a cure of a Potential Event of Default or failure of performance by the Potentially Non-Defaulting Party, would be a Non-Defaulting Party.

  • Co-Venturer means any other entity with whom the Company or an Affiliate of Company is or may be from time to time a Party to a joint operating agreement or unitisation agreement or similar agreement relating to the operations for which the Work is being performed or otherwise for whose benefit the Work are being performed and the successors in interest of such Co-Venturer or the assignees of any interest of such Co-Venturer.

  • Partner Nonrecourse Debt Minimum Gain has the meaning set forth in Treasury Regulation Section 1.704-2(i)(2).

  • Member Nonrecourse Debt Minimum Gain means an amount, with respect to each Member Nonrecourse Debt, equal to the Company Minimum Gain that would result if the Member Nonrecourse Debt were treated as a Nonrecourse Liability, determined in accordance with Treasury Regulations Section 1.704-2(i)(3).

  • Virginia venture capital account means an investment fund that has been certified by the

  • Sponsor Group means the Sponsors and the Sponsor Related Parties.

  • Fund Affiliate shall include any person or entity that would be defined as an affiliated person under the 1940 Act.

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