Res 1996-214 - Laserfiche WebLink

Home Browse Search

IE" the actual number of days during the period from and including the date of the Event of Default giving rise to such option to but excluding the date of payment of the Repurchase Price as so increased, (iii) all income paid after such exercised or deemed exercise shall be retained by the non-defaulting party and applied to the aggregate unpaid Repurchase Prices owed by the defaulting party shall immediately deliver to- the non-defaulting party's possession. 0 In all Transactions in which the defaulting party is acting as Buyer, upon tender by the non-defaulting party of payment of the aggregate Repurchase Prices for all such Transactions, the defaulting party's right, title and interest in all Purchased Securities subject to such Transactions shall be deemed'transferred to the non-defaulting party, and the defaulting party shall deliver all such Purchased Securities to the non-defaulting party. (d) After one business day's notice to the defaulting party (which notice need not to be given if an Act of Insolvency shall have occurred, and which may be the notice given under sub-paragraph (a) of this paragraph or the notice referred to in clause (ii) of the first sentence of this paragraph) .The non-defaulting party may: (I)as to transactions in which the defaulting party is acting as Seller, (A) immediately sell, in a recognized market at such price or prices as the non- defaulting party may reasonably deem satisfactory, any or all Purchased Securities subject to such Transactions and apply the proceeds thereof to the aggregate unpaid Repurchase Prices and any other amounts owing by the defaulting party hereunder or (B) in it's sale discretion elect, in lieu of selling all or a portion of such Purchased Securities, to give the defaulting party credit for such Purchased Securities in an amount equal to the price therefor on such date, obtained from a generally recognized source or the most. recent closing bid quotation from such a source, against the aggregate unpaid Repurchase Prices and any other amounts owing by the defaulting party hereunder; and (ii). as to ~ Transactions in which the defaulting party is acting as Bt¡yer, (A) purchase securities ("Replacement Securities") of the same class and amount as any Purchased Securities that are not delivered by the defaulting party to the non- defaulting party as required hereunder or (B) in its sale discretion elect, in lieu of Purchasing Replacement Securities at the same price therefor on such date, obtained from a generally recognized source or the most recent closing bid quotation from such a source. (e) As to Transactions in which the defaulting party is acting as Buyer, the defaulting party shall be liable to the non-defaulting party (I) with respect to Purchased Securities (other than additional Purchased Securities), for any excess of the price paid (or deemed paid) by the non-defaulting party for the replacement Securities therefor. In addition, the defaulting party shall- be liable to the non-defaulting party for interest on such remaining liability with respect to each such purchase (or deemed purchase) of Replacement Securities from - the date of such purpose (or deemed purchase) until paid in full by Buyer. Such interest shall be at a rate equal to the greater of the Pricing Rate for such Transaction or the Prime Rate. (f) For purposes of this paragraph 11, the Repurchase Price for each Transaction . hereunder in respect of which the defaulting party is acting as Buyer shall not increase above the amount of such Repurchase Price for such Transaction determined as of the date of-the exercise deemed exercised by the non-defaulting party of its option under subparagraph (a) of this paragraph. (g) The defaulting party shall be liable to the non-defaulting party for the amount of all reasonable legal or other expenses incurred by the non-defaulting party in connection with or as a consequence of an Event of Default, together . with interest thereon with a rate equal to the greater of the Pricing Rate for the relevant Transaction or the Prime Rate. (h) The non-defaulting party shall have in addition to it's rights hereunder, any rights otherwise available to it under any other agreement or applicable law. 16