|PERNIX THERAPEUTICS HOLDINGS, INC. filed this Form 8-K on 02/27/2019|
pursuant to section 365 of the Bankruptcy Code, and such monetary default is not cured within five Business Days of the receipt by the Borrower of notice from the Agent under this Article 7 or any other notice from the Agent requesting the cure of such monetary default, then the Agent may cure any such monetary default on behalf of such Debtor and any such payments shall, at the election of the Agent in its sole discretion and subject to satisfaction of the conditions in Article 3, be deemed a Loan hereunder.
8. EVENTS OF DEFAULT.
Any one or more of the following events (other than, in the case of Section 8.6, those defaults directly arising as a result of the commencement of the Cases) shall constitute an event of default (each, an “Event of Default”) under this Agreement:
8.1 Payments. If Borrower fails to pay when due and payable, or when declared due and payable, (a) all or any portion of the Obligations consisting of interest, fees, or charges due the Lender Group, reimbursement of Lender Group Expenses, or other amounts (other than any portion thereof constituting principal) constituting Obligations (including any portion thereof that accrues after the commencement of an Insolvency Proceeding, regardless of whether allowed or allowable in whole or in part as a claim in any such Insolvency Proceeding), and such failure continues for a period of three (3) Business Days or (b) all or any portion of the principal of the Loans;
8.2 Covenants. If any Loan Party or any of its Subsidiaries:
(a) fails to perform or observe any covenant or other agreement contained in any of (i) Sections 3.7, 5.1, 5.3 (solely with respect to Borrower’s existence), 5.6, 5.7 (solely if Borrower refuses to allow Agent or its representatives or agents to visit properties of the Borrower or any of its Subsidiaries, inspect their assets or books or records, examine and make copies of their books and records, or discuss Borrower’s or any Subsidiary’s affairs, finances, and accounts with officers and employees of Borrower or relevant Subsidiary), 5.11, 5.13, 5.17, 5.18, 5.20 or 5.22 of this Agreement, (ii) Section 6 of this Agreement, (iii) [reserved], or (iv) Section 8 of the Guaranty and Security Agreement;
(b) fails to perform or observe any covenant or other agreement contained in any of Sections 5.3 (other than with respect to Borrower’s existence), 5.4, 5.5, 5.8, and 5.12 of this Agreement and such failure continues for a period of 10 days after the earlier of (i) the date on which such failure shall first become known to any officer of Borrower or (ii) the date on which written notice thereof is given to Borrower by Agent; or
(c) fails to perform or observe any covenant or other agreement contained in this Agreement, or in any of the other Loan Documents, in each case, other than any such covenant or agreement that is the subject of another provision of this Section 8 (in which event such other provision of this Section 8 shall govern), and such failure continues for a period of 30 days after the earlier of (i) the date on which such failure shall first become known to any officer of Borrower or (ii) the date on which written notice thereof is given to Borrower by Agent;
8.3 Judgments. If one or more final postpetition judgments for the payment of money involving an aggregate amount of $1,000,000 or more (except to the extent fully covered (other than to the extent of customary deductibles) by insurance pursuant to which the insurer has not denied coverage) is entered or filed against a Loan Party or any of its Subsidiaries, or with respect to any of their respective assets, and either (a) there is a period of 30 consecutive days at any time after the entry of any such judgment during which (1) the same is not discharged, satisfied, vacated, or bonded pending appeal, or (2) a stay of enforcement thereof is not in effect, or (b) enforcement proceedings are commenced upon such judgment;