PRIOR TO THE
DATE OF ANY PROPOSED DISSOLUTION, WINDING-UP OR SPLIT UP; OR
(L)
SOLVENCY. ANY LOAN PARTY CEASES TO BE SOLVENT (AS REPRESENTED BY
THE LOAN PARTIES IN SUBSECTION 4.15) OR ADMITS IN WRITING ITS PRESENT OR
PROSPECTIVE INABILITY TO PAY ITS DEBTS AS THEY BECOME DUE; OR
(M)
INJUNCTION. ANY LOAN PARTY IS ENJOINED, RESTRAINED OR IN ANY WAY
PREVENTED BY THE ORDER OF ANY COURT OR ANY ADMINISTRATIVE OR REGULATORY AGENCY
FROM CONDUCTING ALL OR ANY MATERIAL PART OF ITS BUSINESS AND SUCH ORDER
CONTINUES FOR FIFTEEN (15) DAYS OR MORE; OR
(N)
INVALIDITY OF LOAN DOCUMENTS.
ANY OF THE LOAN DOCUMENTS FOR ANY
REASON, OTHER THAN A PARTIAL OR FULL RELEASE IN ACCORDANCE WITH THE TERMS
THEREOF, CEASES TO BE IN FULL FORCE AND EFFECT OR IS DECLARED TO BE NULL AND
VOID, OR ANY LOAN PARTY DENIES THAT IT HAS ANY FURTHER LIABILITY UNDER ANY LOAN
DOCUMENT TO WHICH IT IS PARTY, OR GIVES NOTICE TO SUCH EFFECT; OR
(O)
FAILURE OF SECURITY.
AGENT, ON BEHALF OF ITSELF AND LENDERS, DOES
NOT HAVE OR CEASES TO HAVE A VALID AND PERFECTED FIRST PRIORITY SECURITY
INTEREST (OR THE APPLICABLE EQUIVALENT THEREOF) IN THE COLLATERAL (SUBJECT TO
PERMITTED ENCUMBRANCES), IN EACH CASE, FOR ANY REASON OTHER THAN THE FAILURE OF
AGENT OR ANY LENDER TO TAKE ANY ACTION WITHIN ITS CONTROL; OR
(P)
INCOME TAX ACT.
A REQUIREMENT FROM THE MINISTER OF NATIONAL
REVENUE FOR PAYMENT PURSUANT TO SECTION 224 OR ANY SUCCESSOR SECTION OF THE
INCOME TAX ACT (CANADA) OR SECTION 317, OR ANY SUCCESSOR SECTION OF THE EXCISE
TAX ACT (CANADA) OR ANY COMPARABLE PROVISION OF SIMILAR LEGISLATION SHALL HAVE
BEEN RECEIVED BY LENDER OR ANY OTHER PERSON IN RESPECT OF BORROWER OR ANY OF ITS
SUBSIDIARIES OR OTHERWISE ISSUED IN RESPECT OF BORROWER OR ANY OF ITS
SUBSIDIARIES; OR
(Q)
DAMAGE, STRIKE, CASUALTY.
ANY MATERIAL DAMAGE TO, OR LOSS, THEFT
OR DESTRUCTION OF, ANY COLLATERAL, WHETHER OR NOT INSURED, OR ANY STRIKE,
LOCKOUT, LABOUR DISPUTE, EMBARGO, CONDEMNATION, ACT OF GOD OR PUBLIC ENEMY, OR
OTHER CASUALTY WHICH CAUSES, FOR MORE THAN FIFTEEN (15) CONSECUTIVE DAYS, THE
CESSATION OR SUBSTANTIAL CURTAILMENT OF REVENUE PRODUCING ACTIVITIES AT ANY
FACILITY OF US BORROWER OR ANY OF ITS SUBSIDIARIES IF ANY SUCH EVENT OR
CIRCUMSTANCE COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT; OR
(R)
LICENSES AND PERMITS.
THE LOSS, SUSPENSION OR REVOCATION OF, OR
FAILURE TO RENEW, ANY LICENSE OR PERMIT NOW HELD OR HEREAFTER ACQUIRED BY US
BORROWER OR ANY OF ITS
40
SUBSIDIARIES, IF SUCH LOSS, SUSPENSION, REVOCATION OR FAILURE TO RENEW COULD
REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT; OR
(S)
FORFEITURE.
THERE IS FILED AGAINST ANY LOAN PARTY OF ANY CIVIL OR
CRIMINAL ACTION, SUIT OR PROCEEDING, WHICH ACTION, SUIT OR PROCEEDING (1) IS NOT
DISMISSED WITHIN ONE HUNDRED TWENTY (120) DAYS; AND (2) COULD REASONABLY BE
EXPECTED TO RESULT IN THE CONFISCATION OR FORFEITURE OF ANY MATERIAL PORTION OF
THE COLLATERAL; OR
(T)
DEFAULT UNDER US FACILITY