ARE, IN ANY CASE, INCONSISTENT WITH PRIOR PRACTICE AND NOT
OTHERWISE MADE IN THE ORDINARY COURSE OF BUSINESS.
7.19
FORMATION OF SUBSIDIARIES.
ORGANIZE OR INVEST IN ANY NEW
SUBSIDIARY EXCEPT AS PERMITTED UNDER SECTION 7.03.
7.20
DESIGNATION AS DESIGNATED SENIOR DEBT.
DESIGNATE ANY OTHER
INDEBTEDNESS OF THE LOAN PARTIES AS "DESIGNATED SENIOR DEBT" FOR PURPOSES OF ANY
SUBORDINATED DEBT.
7.21
MODIFICATION OF SECOND LIEN LOAN DOCUMENTS.
AMEND, SUPPLEMENT OR
OTHERWISE MODIFY IN ANY MANNER ANY OF THE TERMS OR PROVISIONS CONTAINED IN, OR
APPLICABLE TO, ANY SECOND LIEN DOCUMENTS, UNLESS (A) NO FEE IS PAYABLE TO THE
LENDERS UNDER THE SECOND LIEN LOAN DOCUMENTS AND (B) THE SOLE PURPOSE OF ANY
SUCH AMENDMENT, SUPPLEMENT OR OTHER MODIFICATION IS ONE OR MORE OF THE
FOLLOWING:
(I) TO EXTEND THE DATE OR REDUCE THE AMOUNT OF ANY REQUIRED
REPAYMENT, PREPAYMENT OR REDEMPTION OF THE PRINCIPAL OF THE LOANS UNDER THE
SECOND LIEN LOAN DOCUMENTS, (II) TO REDUCE THE RATE OR EXTEND THE DATE FOR
PAYMENT OF THE INTEREST, PREMIUM (IF ANY) OR FEES PAYABLE ON THE SECOND LIEN
LOAN, AS APPLICABLE, OR (III) TO MAKE THE COVENANTS, EVENTS OF DEFAULT OR
REMEDIES IN THE SECOND LIEN LOAN DOCUMENTS LESS RESTRICTIVE ON THE BORROWER OR
ITS SUBSIDIARIES.
ARTICLE VIII
EVENTS OF DEFAULT AND REMEDIES
8.01
EVENTS OF DEFAULT.
ANY OF THE FOLLOWING SHALL CONSTITUTE AN EVENT
OF DEFAULT:
(A)
NON-PAYMENT.
THE BORROWER OR ANY OTHER LOAN PARTY FAILS TO PAY
(I) WHEN AND AS REQUIRED TO BE PAID HEREIN, ANY AMOUNT OF PRINCIPAL OF ANY LOAN
OR ANY L/C OBLIGATION, OR (II) WITHIN THREE BUSINESS DAYS AFTER THE SAME BECOMES
DUE, ANY INTEREST ON ANY LOAN OR ON ANY L/C OBLIGATION, OR ANY FEE DUE
HEREUNDER, OR (III) WITHIN FIVE BUSINESS DAYS AFTER THE SAME BECOMES DUE, ANY
OTHER AMOUNT PAYABLE HEREUNDER OR UNDER ANY OTHER LOAN DOCUMENT; OR
(B)
SPECIFIC COVENANTS.
(I) THE BORROWER FAILS TO PERFORM OR OBSERVE
ANY TERM, COVENANT OR AGREEMENT CONTAINED IN ANY OF SECTION 6.01, 6.02, 6.03,
6.05, 6.09, 6.10, 6.11, 6.12, 6.17, 6.19 OR ARTICLE VII, (II) HOLDINGS FAILS TO
PERFORM OR OBSERVE ANY TERM, COVENANT OR AGREEMENT CONTAINED IN SECTION 7 OF THE
HOLDINGS GUARANTY OR (III) ANY OF THE SUBSIDIARY GUARANTORS FAILS TO PERFORM OR
OBSERVE ANY TERM, COVENANT OR AGREEMENT CONTAINED IN SECTION 7 OF THE SUBSIDIARY
GUARANTY; OR
(C)
OTHER DEFAULTS.
ANY LOAN PARTY FAILS TO PERFORM OR OBSERVE ANY
OTHER COVENANT OR AGREEMENT (NOT SPECIFIED IN SECTION 8.01(A) OR (B) ABOVE)
CONTAINED IN ANY LOAN DOCUMENT ON ITS PART TO BE PERFORMED OR OBSERVED AND SUCH
FAILURE CONTINUES FOR 30 DAYS; OR
96
(D)
REPRESENTATIONS AND WARRANTIES.
ANY REPRESENTATION, WARRANTY OR
CERTIFICATION MADE OR DEEMED MADE BY OR ON BEHALF OF THE BORROWER OR ANY OTHER
LOAN PARTY HEREIN, IN ANY OTHER LOAN DOCUMENT, OR IN ANY DOCUMENT DELIVERED IN
CONNECTION HEREWITH OR THEREWITH SHALL BE INCORRECT OR MISLEADING IN ANY
MATERIAL RESPECT WHEN MADE OR DEEMED MADE; OR
(E)
CROSS-DEFAULT.
(I) ANY LOAN PARTY OR ANY OF ITS SUBSIDIARIES