definiens: shall mean the inability of a Party to pay its debts asthey become due in the ordinary course of business ), ( b ) files an insolvency petition in bankruptcy, ( c ) petitions for oracquiesces in the appointment of any receiver, trustee or similar officer to liquidate or conserve its business or any substantialpart of its assets, ( d ) commences under the laws of any jurisdiction any proceeding involving its insolvency, bankruptcy, reorganization, adjustment of debt, dissolution, liquidation or any other similar proceeding for the release of financiallydistressed debtors, or ( e ) becomes a Party to any proceeding or action of the type described above in ( c ) or ( d ) and suchproceeding or action remains undismissed or unstayed for a period of more than sixty ( 60 ) days, then the other Party may bywritten notice terminate this Agreement in its entirety with immediate effect