definiens: means any voluntaryor involuntary dissolution, bankruptcy, or insolvency of a party or assignment of substantially all of a party ’s assetsfor the benefit of creditors, but specifically does not include any order or resolution that is part of a voluntary schemefor the reconstruction or amalgamation of such party as a solvent corporation and the resulting corporation, if adifferent legal entity, undertakes with the other party to be bound by the terms of this Agreement . Without limiting thegenerality of the foregoing, a Financial Default includes circumstances in which a party : ( a ) is unable to pay its debtsas they mature or admits in writing its inability to pay its debts as they mature ; ( b ) makes a general assignment forthe benefit of creditors ; ( c ) files a voluntary petition for bankruptcy or has filed against it an involuntary petition forbankruptcy that is not discharged or dismissed within ninety days after the date of the involuntary filing ; or ( d ) appliesfor the appointment of a receiver or trustee for substantially all of its assets or permits the assignment of any suchreceiver or trustee who is not discharged within a period of ninety days after such appointment . A Financial Defaultconstitutes a material breach of this Agreement and, upon the occurrence of a Financial Default, the party notsuffering from Financial Default may terminate this Agreement upon written notice to the breaching party