OR
SECTION 8.03.
COVENANTS.
ANY BORROWER SHALL (A) DEFAULT IN THE DUE PERFORMANCE
OR OBSERVANCE BY IT OF ANY TERM, COVENANT OR AGREEMENT CONTAINED IN SECTION
6.01(D), 6.02(II), 6.05 (BUT ONLY WITH RESPECT TO THE FIRST SENTENCE THEREOF),
6.10 OR ARTICLE VII, OR (B) DEFAULT IN THE DUE PERFORMANCE OR OBSERVANCE BY IT
OF ANY TERM, COVENANT OR AGREEMENT (OTHER THAN THOSE REFERRED TO IN SECTION 8.01
OR CLAUSE (A) OF THIS SECTION 8.03) CONTAINED IN THIS AGREEMENT AND SUCH DEFAULT
SHALL CONTINUE UNREMEDIED FOR A PERIOD OF AT LEAST 45 DAYS AFTER WRITTEN NOTICE
TO SUCH BORROWER FROM THE ADMINISTRATIVE AGENT OR THE REQUIRED LENDERS; OR
SECTION 8.04.
DEFAULT UNDER OTHER AGREEMENTS.
(A)
THE PARENT BORROWER OR ANY
OF ITS SUBSIDIARIES SHALL (I) DEFAULT IN ANY PAYMENT WITH RESPECT TO
INDEBTEDNESS (OTHER THAN THE OBLIGATIONS) IN EXCESS OF $25,000,000 INDIVIDUALLY
OR IN THE AGGREGATE, FOR THE PARENT BORROWER AND ITS SUBSIDIARIES, BEYOND THE
PERIOD OF GRACE, IF ANY, PROVIDED IN THE INSTRUMENT OR AGREEMENT
88
UNDER WHICH SUCH INDEBTEDNESS WAS CREATED OR (II) DEFAULT IN THE OBSERVANCE OR
PERFORMANCE OF ANY AGREEMENT OR CONDITION RELATING TO ANY SUCH INDEBTEDNESS OR
CONTAINED IN ANY INSTRUMENT OR AGREEMENT EVIDENCING, SECURING OR RELATING
THERETO, OR ANY OTHER EVENT SHALL OCCUR OR CONDITION EXIST, THE EFFECT OF WHICH
DEFAULT OR OTHER EVENT OR CONDITION IS TO CAUSE, OR TO PERMIT THE HOLDER OR
HOLDERS OF SUCH INDEBTEDNESS (OR A TRUSTEE OR AGENT ON BEHALF OF SUCH HOLDER OR
HOLDERS) TO CAUSE (DETERMINED WITHOUT REGARD TO WHETHER ANY NOTICE OF
ACCELERATION, OR ANY LAPSE OF TIME PRIOR TO THE EFFECTIVENESS OF ANY NOTICE OF
ACCELERATION, IS REQUIRED), ANY SUCH INDEBTEDNESS TO BECOME DUE PRIOR TO ITS
STATED MATURITY; OR (B) INDEBTEDNESS OF THE PARENT BORROWER OR ITS SUBSIDIARIES
IN EXCESS OF $25,000,000 SHALL BE DECLARED TO BE DUE AND PAYABLE OTHER THAN IN
ACCORDANCE WITH THE TERMS OF SUCH INDEBTEDNESS OR REQUIRED TO BE PREPAID, OTHER
THAN BY A REGULARLY SCHEDULED REQUIRED PREPAYMENT OR AS A MANDATORY PREPAYMENT
(UNLESS SUCH REQUIRED PREPAYMENT OR MANDATORY PREPAYMENT RESULTS FROM A DEFAULT
THEREUNDER OR AN EVENT OF THE TYPE THAT CONSTITUTES AN EVENT OF DEFAULT), PRIOR
TO THE STATED MATURITY THEREOF; OR
SECTION 8.05.
BANKRUPTCY, ETC.
THE PARENT BORROWER OR ANY OF ITS SUBSIDIARIES
(OTHER THAN INSIGNIFICANT SUBSIDIARIES) SHALL COMMENCE A VOLUNTARY CASE
CONCERNING ITSELF UNDER TITLE 11 OF THE UNITED STATES CODE ENTITLED
"BANKRUPTCY," AS NOW OR HEREAFTER IN EFFECT, OR ANY SUCCESSOR THERETO (THE
"BANKRUPTCY CODE"); OR AN INVOLUNTARY CASE IS COMMENCED AGAINST THE PARENT
BORROWER OR ANY OF ITS SUBSIDIARIES (OTHER THAN INSIGNIFICANT SUBSIDIARIES) AND
THE PETITION IS NOT CONTROVERTED WITHIN 10 DAYS, OR IS NOT DISMISSED WITHIN 60
DAYS, AFTER COMMENCEMENT OF THE CASE; OR A CUSTODIAN (AS DEFINED IN THE
BANKRUPTCY CODE) IS APPOINTED FOR, OR TAKES CHARGE OF, ALL OR SUBSTANTIALLY ALL
OF THE PROPERTY OF THE PARENT BORROWER OR ANY OF ITS SUBSIDIARIES (OTHER THAN
INSIGNIFICANT SUBSIDIARIES); OR THE PARENT BORROWER OR ANY OF ITS SUBSIDIARIES
(OTHER THAN INSIGNIFICANT