ITS ASSETS TO THE BORROWERS OR ANY OTHER
SUBSIDIARY OF THE BORROWERS, EXCEPT FOR SUCH ENCUMBRANCES OR RESTRICTIONS
EXISTING UNDER OR BY REASON OF (I) ANY RESTRICTIONS EXISTING UNDER THE LOAN
DOCUMENTS AND (II) ANY RESTRICTIONS WITH RESPECT TO A SUBSIDIARY IMPOSED
PURSUANT TO AN AGREEMENT THAT HAS BEEN ENTERED INTO IN CONNECTION WITH THE
DISPOSITION OF ALL OR SUBSTANTIALLY ALL OF THE CAPITAL STOCK OR ASSETS OF SUCH
SUBSIDIARY.
8.14.
LINES OF BUSINESS.
ENTER INTO ANY BUSINESS, EITHER DIRECTLY OR
THROUGH ANY SUBSIDIARY, EXCEPT FOR THOSE BUSINESSES IN WHICH THE BORROWERS AND
THEIR SUBSIDIARIES ARE ENGAGED ON THE DATE OF THIS AGREEMENT OR THAT ARE
REASONABLY RELATED THERETO AND BUSINESS UTILIZING THE SAME OR SIMILAR
TECHNOLOGY.
SECTION 9
EVENTS OF DEFAULT
If any of the following events shall occur and be continuing:
(A)
THE BORROWERS SHALL FAIL TO PAY ANY PRINCIPAL OF ANY LOAN OR
REIMBURSEMENT OBLIGATION WHEN DUE IN ACCORDANCE WITH THE TERMS HEREOF; OR THE
BORROWERS SHALL FAIL TO PAY ANY INTEREST ON ANY LOAN OR REIMBURSEMENT
OBLIGATION, OR ANY OTHER AMOUNT PAYABLE HEREUNDER OR UNDER ANY OTHER LOAN
DOCUMENT, WITHIN FIVE DAYS AFTER ANY SUCH INTEREST OR OTHER AMOUNT BECOMES DUE
IN ACCORDANCE WITH THE TERMS HEREOF; OR
(B)
ANY REPRESENTATION OR WARRANTY MADE OR DEEMED MADE BY ANY LOAN
PARTY HEREIN OR IN ANY OTHER LOAN DOCUMENT OR THAT IS CONTAINED IN ANY
CERTIFICATE, DOCUMENT OR
69
FINANCIAL OR OTHER STATEMENT FURNISHED BY IT AT ANY TIME UNDER OR IN CONNECTION
WITH THIS AGREEMENT OR ANY SUCH OTHER LOAN DOCUMENT SHALL PROVE TO HAVE BEEN
INACCURATE IN ANY MATERIAL RESPECT ON OR AS OF THE DATE MADE OR DEEMED MADE; OR
(C)
(I)
ANY LOAN PARTY SHALL DEFAULT IN THE OBSERVANCE OR PERFORMANCE
OF ANY AGREEMENT CONTAINED IN CLAUSE (I) OR (II) OF SECTION 7.4(A),
SECTION 7.7(A)(ONLY WITH RESPECT TO THE BORROWERS AND ANY ONE OR MORE LOAN
PARTIES THAT INDIVIDUALLY OR COLLECTIVELY AS A GROUP
CONSTITUTES A SIGNIFICANT
SUBSIDIARY (AS DEFINED IN RULE 1-02(W) OF REGULATION S-X PROMULGATED UNDER THE
EXCHANGE ACT)) OR SECTION 8 OF THIS AGREEMENT OR SECTIONS 5.5 AND 5.7(B) OF THE
GUARANTEE AND COLLATERAL AGREEMENT; OR
(D)
ANY BORROWER OR ANY ONE OR MORE LOAN PARTIES THAT INDIVIDUALLY OR
COLLECTIVELY AS A GROUP CONSTITUTES A SIGNIFICANT SUBSIDIARY OF TMP SHALL
DEFAULT IN THE OBSERVANCE OR PERFORMANCE OF ANY OTHER AGREEMENT CONTAINED IN
THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT (OTHER THAN AS PROVIDED IN PARAGRAPHS
(A) THROUGH (C) OF THIS SECTION), AND SUCH DEFAULT SHALL CONTINUE UNREMEDIED FOR
A PERIOD OF 30 DAYS AFTER NOTICE TO THE BORROWERS FROM THE ADMINISTRATIVE AGENT
OR ANY LENDERS; OR
(E)
ANY LOAN PARTY (I) DEFAULTS IN MAKING ANY PAYMENT OF ANY PRINCIPAL
OF ANY INDEBTEDNESS (INCLUDING ANY GUARANTEE OBLIGATION, BUT EXCLUDING THE
LOANS) ON THE SCHEDULED OR ORIGINAL DUE DATE WITH RESPECT THERETO; OR
(II) DEFAULTS IN MAKING ANY PAYMENT OF ANY INTEREST ON ANY SUCH INDEBTEDNESS
BEYOND THE PERIOD OF GRACE, IF ANY, PROVIDED IN THE INSTRUMENT OR AGREEMENT
UNDER WHICH