definiens: means any of the following events : ( i ) Purchaser being in default of an obliga tion to pay one or more of the Upfront Payments or Milestone Payme nts ( on the terms provided in this Agreement ) Page : 10 of 61 < PAGE > Asset Purchase Agreement - Re tigabine where any such default persists followi ng thirty ( 30 ) days ' written notice by Seller to Purchaser and each of Purchaser 's creditors identified on the list which is Schedul e 2 hereto ( which list may be amended from time to time and kept upda te, accurate and complete by Purchaser upon notice to Seller ) ; ( ii ) Purchaser being unable or admits inabil ity to pay its debts generally as they fall due, suspends ma king payments on its debts generally or, by reason of actual or an ticipated financial difficulties, commences negotiations wi th one or more of its creditors with a view to rescheduling i ts indebtedness generally ; ( iii ) Purchaser files any petition or action for relief under any bankruptcy, reorganization, insolvency or moratorium law or any other law for the relief of, or relatin g to, debtors, now or hereafter in effect, or makes any assig nment for the benefit of creditors or takes any corporate action in furtherance of any of the foregoing ; or ( iv ) An involuntary petition is filed agains t Purchaser ( unless such petition is dismissed or discharged wit hin ninety ( 90 ) days ) under any bankruptcy statute now or hereafter in effect, or a custodian, receiver, trustee or assignee for the b enefit of creditors ( or other similar official ) is appointed to take possession, custody or control of any property of Purchaser wh ich includes any Assets