IN RESPECT OF SUCH PERMITTED
SUBORDINATED DEBT OR CONFER ADDITIONAL RIGHTS UPON THE HOLDERS THEREOF WHICH
INDIVIDUALLY OR IN THE AGGREGATE WOULD BE ADVERSE TO THE BORROWER OR ANY OF ITS
SUBSIDIARIES OR TO THE AGENT OR THE LENDERS.
SECTION 7.13.
ACCOUNTING CHANGES. THE BORROWER WILL NOT, AND WILL NOT
PERMIT ANY OF ITS SUBSIDIARIES TO, MAKE ANY SIGNIFICANT CHANGE IN ACCOUNTING
TREATMENT OR REPORTING PRACTICES, EXCEPT AS REQUIRED BY GAAP OR AS APPROVED BY
THE ADMINISTRATIVE AGENT, OR CHANGE THE FISCAL YEAR OF THE BORROWER OR OF ANY OF
ITS SUBSIDIARIES, EXCEPT TO CHANGE THE FISCAL YEAR OF A SUBSIDIARY TO CONFORM
ITS FISCAL YEAR TO THAT OF THE BORROWER.
ARTICLE 8
EVENTS OF DEFAULT
SECTION 8.1.
EVENTS OF DEFAULT. IF ANY OF THE FOLLOWING EVENTS (EACH
AN "EVENT OF DEFAULT") SHALL OCCUR:
67
(A)
THE BORROWER SHALL FAIL TO PAY ANY PRINCIPAL OF ANY LOAN OR OF ANY
REIMBURSEMENT OBLIGATION IN RESPECT OF ANY LC DISBURSEMENT WHEN AND AS THE SAME
SHALL BECOME DUE AND PAYABLE, WHETHER AT THE DUE DATE THEREOF OR AT A DATE FIXED
FOR PREPAYMENT OR OTHERWISE; OR
(B)
THE BORROWER SHALL FAIL TO PAY ANY INTEREST ON ANY LOAN OR ANY FEE
OR ANY OTHER AMOUNT (OTHER THAN AN AMOUNT PAYABLE UNDER CLAUSE (A) OF THIS
SECTION 8.1) PAYABLE UNDER THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT, WHEN AND
AS THE SAME SHALL BECOME DUE AND PAYABLE, AND SUCH FAILURE SHALL CONTINUE
UNREMEDIED FOR A PERIOD OF THREE (3) BUSINESS DAYS; OR
(C)
ANY REPRESENTATION OR WARRANTY MADE OR DEEMED MADE BY OR ON BEHALF
OF THE BORROWER OR ANY SUBSIDIARY IN OR IN CONNECTION WITH THIS AGREEMENT OR ANY
OTHER LOAN DOCUMENT (INCLUDING THE SCHEDULES ATTACHED THERETO) AND ANY
AMENDMENTS OR MODIFICATIONS HEREOF OR WAIVERS HEREUNDER, OR IN ANY CERTIFICATE,
REPORT, FINANCIAL STATEMENT OR OTHER DOCUMENT SUBMITTED TO THE ADMINISTRATIVE
AGENT OR THE LENDERS BY ANY LOAN PARTY OR ANY REPRESENTATIVE OF ANY LOAN PARTY
PURSUANT TO OR IN CONNECTION WITH THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT
SHALL PROVE TO BE INCORRECT WHEN MADE OR DEEMED MADE OR SUBMITTED; OR
(D)
THE BORROWER SHALL FAIL TO OBSERVE OR PERFORM ANY COVENANT OR
AGREEMENT CONTAINED IN SECTIONS 5.1, 5.2, OR 5.3 (WITH RESPECT TO THE BORROWER'S
EXISTENCE) OR ARTICLES 6 OR 7; OR
(E)
ANY LOAN PARTY SHALL FAIL TO OBSERVE OR PERFORM ANY COVENANT OR
AGREEMENT CONTAINED IN THIS AGREEMENT (OTHER THAN THOSE REFERRED TO IN CLAUSES
(A), (B) AND (D) ABOVE) OR ANY OTHER LOAN DOCUMENT, AND SUCH FAILURE SHALL
REMAIN UNREMEDIED FOR 30 DAYS AFTER THE EARLIER OF (I) ANY RESPONSIBLE OFFICER
OF THE BORROWER BECOMES AWARE OF SUCH FAILURE, OR (II) NOTICE THEREOF SHALL HAVE
BEEN GIVEN TO THE BORROWER BY THE ADMINISTRATIVE AGENT OR ANY LENDER; OR
(F)
ALL OR ANY PART OF ANY PERMITTED SUBORDINATED DEBT IS
ACCELERATED, IS DECLARED TO BE DUE AND PAYABLE IS REQUIRED TO BE PREPAID OR
REDEEMED (OTHER THAN PREPAYMENTS OR REDEMPTIONS OF PERMITTED SUBORDINATED DEBT
TO THE EXTEND NECESSARY