A
MATERIAL ADVERSE EFFECT, OR (II) ANY OTHER MATERIAL CONTRACT TO WHICH THE
BORROWER IS A PARTY WHICH DEFAULT (A) INVOLVES THE FAILURE TO PAY A MATURED
OBLIGATION, OR (B) PERMITS THE ACCELERATION OF THE MATURITY OF OBLIGATIONS BY
ANY OTHER PARTY TO OR BENEFICIARY OF SUCH CONTRACT IF THE UNDERLYING DEFAULT
RESULTS IN A MATERIAL ADVERSE EFFECT; OR
(F)
GUARANTOR AND PLEDGOR INDEBTEDNESS
CROSS-DEFAULT.
ANY GUARANTOR OR PLEDGOR SHALL HAVE DEFAULTED OR FAILED TO
PERFORM (BEYOND ALL APPLICABLE NOTICE AND CURE PERIODS) UNDER ANY NOTE,
INDENTURE, LOAN AGREEMENT, GUARANTY, SWAP AGREEMENT OR ANY OTHER CONTRACT,
AGREEMENT OR TRANSACTION TO WHICH IT IS A PARTY, AND WHICH DEFAULT OR FAILURE TO
PERFORM (A) INVOLVES THE FAILURE TO PAY A MATURED OBLIGATION EQUAL TO OR IN
EXCESS OF $10,000,000, OR (B) INVOLVES AN OBLIGATION OF AT LEAST $10,000,000, IS
A MONETARY DEFAULT OR A MATERIAL NON-MONETARY DEFAULT AND RESULTS IN
ACCELERATION OR PERMITS THE ACCELERATION OF THE OBLIGATION BY ANY OTHER PARTY TO
OR BENEFICIARY OF SUCH NOTE, INDENTURE, LOAN AGREEMENT, GUARANTY, SWAP AGREEMENT
OR OTHER CONTRACT, AGREEMENT OR TRANSACTION; OR
(G)
BANKRUPTCY DEFAULT.
AN ACT OF INSOLVENCY
SHALL HAVE OCCURRED WITH RESPECT TO ANY CREDIT PARTY OR ANY AFFILIATE THEREOF;
OR
(H)
JUDGMENT DEFAULT.
A FINAL JUDGMENT OR
JUDGMENTS FOR THE PAYMENT OF MONEY IN EXCESS OF $1,000,000 IN THE AGGREGATE
SHALL BE RENDERED AGAINST ANY CREDIT PARTY OR ANY OF ITS SUBSIDIARIES OR
AFFILIATES BY ONE OR MORE COURTS, ADMINISTRATIVE TRIBUNALS OR OTHER BODIES
HAVING JURISDICTION AND THE SAME SHALL NOT BE SATISFIED, DISCHARGED (OR
PROVISION SHALL NOT BE MADE FOR SUCH DISCHARGE) OR BONDED, OR A STAY OF
EXECUTION THEREOF SHALL NOT BE PROCURED, WITHIN FIFTEEN (15) DAYS FROM THE DATE
OF ENTRY THEREOF; OR
95
(I)
ERISA DEFAULT.
(I) ANY CREDIT PARTY OR
AN ERISA AFFILIATE SHALL ENGAGE IN ANY NON-EXEMPT "PROHIBITED TRANSACTION" (AS
DEFINED IN SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE) INVOLVING ANY PLAN,
(II) ANY MATERIAL "ACCUMULATED FUNDING DEFICIENCY" (AS DEFINED IN SECTION 302 OF
ERISA), WHETHER OR NOT WAIVED, SHALL EXIST WITH RESPECT TO ANY PLAN OR ANY LIEN
IN FAVOR OF THE PBGC OR A PLAN SHALL ARISE ON THE ASSETS OF ANY CREDIT PARTY OR
ANY ERISA AFFILIATE, (III) A REPORTABLE EVENT SHALL OCCUR WITH RESPECT TO, OR
PROCEEDINGS SHALL COMMENCE TO HAVE A TRUSTEE APPOINTED, OR A TRUSTEE SHALL BE
APPOINTED, TO ADMINISTER OR TO TERMINATE, ANY PLAN, WHICH REPORTABLE EVENT OR
COMMENCEMENT OF PROCEEDINGS OR APPOINTMENT OF A TRUSTEE IS, IN THE REASONABLE
OPINION OF THE ADMINISTRATIVE AGENT, LIKELY TO RESULT IN THE TERMINATION OF SUCH
PLAN FOR PURPOSES OF TITLE IV OF ERISA, (IV) ANY PLAN SHALL TERMINATE FOR
PURPOSES OF TITLE IV OF ERISA, (V) ANY CREDIT PARTY OR ANY ERISA AFFILIATE
SHALL, OR IN THE REASONABLE OPINION OF THE ADMINISTRATIVE AGENT IS LIKELY TO,
INCUR ANY LIABILITY IN CONNECTION WITH A WITHDRAWAL FROM, OR THE INSOLVENCY OR
REORGANIZATION OF, A MULTIEMPLOYER PLAN OR (VI) ANY OTHER EVENT OR CONDITION
SHALL OCCUR OR