definiens: shall mean : ( a ) any misrepresentation herein contained resulting in a material adverse effect on Talecris or [COMPANY] Canada orany material breach by HQ of any warranty, obligation or other provision of this Agreement . It isacknowledged and agreed that persistent or repeated minor breaches can amount to a material breach if theycause a significant adverse effect to Talecris or [COMPANY] Canada ; ( b ) an attachment is made of all or substantially all of the property or assets of HQ ; ( c ) the making of a general assignment by HQ for the benefit of its creditors ; ( d ) the appointment ( by court order or otherwise ) of a receiver, receiver / manager or a trustee for the benefit ofone or more of the creditors of HQ ; ( e ) the filing of a voluntary petition in bankruptcy, adjudication as a bankrupt or the filing of an answer oradmission seeking relief pursuant to applicable bankruptcy law pertaining to HQ or any filing by or against HQof any proceedings under the Companies ’ Creditors Arrangement Act, R.S.C. 1985, c. C.-36, as amended ; ( f ) the filing of an involuntary petition in bankruptcy pertaining to HQ which petition is not dismissed, vacated, set aside or stayed within forty - five ( 45 ) days ; or ( g ) HQ, or its successor, ceases to coordinate or loses the authority to coordinate the blood supply program inthe province of Quebec