OR SPLIT UP OF SUCH CREDIT PARTY AND
SUCH ORDER REMAINS UNDISCHARGED OR UNSTAYED FOR A PERIOD IN EXCESS OF FIFTEEN
(15) DAYS; OR
(J)
SOLVENCY.
ANY CREDIT PARTY CEASES TO BE SOLVENT, FAILS TO PAY
ITS DEBTS AS THEY BECOME DUE OR ADMITS IN WRITING ITS PRESENT OR PROSPECTIVE
INABILITY TO PAY ITS DEBTS AS THEY BECOME DUE; OR
(K)
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 CREDIT PARTY DENIES THAT IT HAS ANY FURTHER LIABILITY UNDER ANY
LOAN DOCUMENTS TO WHICH IT IS PARTY, OR GIVES NOTICE TO SUCH EFFECT; OR
(L)
DAMAGE; CASUALTY.
ANY EVENT OCCURS, WHETHER OR NOT INSURED OR
INSURABLE, AS A RESULT OF WHICH EBITDA FOR THE IMMEDIATELY PRECEDING 12-FISCAL
MONTH PERIOD THEN ENDED, GIVING PRO FORMA EFFECT TO ANY SUCH EVENT WOULD BE LESS
THAN $160,000,000 AND ANY SUCH EVENT CANNOT REASONABLY BE EXPECTED TO BE
CORRECTED OR REVERSED WITHIN 45 DAYS; OR
(M)
CHANGE OF CONTROL.
A CHANGE OF CONTROL OCCURS; OR
(N)
SUBORDINATION/ INTERCREDITOR PROVISIONS. THE FAILURE OF ANY CREDIT
PARTY OR ANY CREDITOR OF ANY CREDIT PARTY OR ANY OF ITS SUBSIDIARIES TO COMPLY
WITH THE TERMS OF ANY SUBORDINATION OR INTERCREDITOR AGREEMENT OR ANY
SUBORDINATION PROVISIONS OF ANY NOTE OR OTHER DOCUMENT RUNNING TO THE BENEFIT OF
AGENT OR LENDERS, INCLUDING, WITHOUT LIMITATION, IN CONNECTION WITH THE
SUBORDINATED DEBT, THE MEZZANINE DEBT, THE 2002 SENIOR DEBT OR THE 2003 SENIOR
SECURED DEBT, OR IF ANY SUCH DOCUMENT BECOMES NULL AND VOID OR ANY PARTY DENIES
FURTHER LIABILITY UNDER ANY SUCH DOCUMENT OR PROVIDES NOTICE TO THAT EFFECT.
7.2.
SUSPENSION OR TERMINATION OF COMMITMENTS.
UPON THE OCCURRENCE OF
ANY DEFAULT OR EVENT OF DEFAULT, AGENT MAY, AND AT THE REQUEST OF REQUISITE
LENDERS AGENT SHALL, WITHOUT NOTICE OR DEMAND, IMMEDIATELY SUSPEND OR TERMINATE
ALL OR ANY PORTION OF LENDERS' OBLIGATIONS TO MAKE ADDITIONAL ADVANCES OR ISSUE
OR CAUSE TO BE ISSUED LETTERS OF CREDIT UNDER THE REVOLVING LOAN COMMITMENT;
PROVIDED THAT, IN THE CASE OF A DEFAULT, IF THE SUBJECT CONDITION OR EVENT IS
WAIVED BY REQUISITE LENDERS OR CURED WITHIN ANY APPLICABLE GRACE OR CURE PERIOD,
THE REVOLVING LOAN COMMITMENT SHALL BE REINSTATED.
7.3.
ACCELERATION AND OTHER REMEDIES.
UPON THE OCCURRENCE OF ANY EVENT
OF DEFAULT DESCRIBED IN SECTIONS 7.1(F) OR 7.1(G), THE COMMITMENTS SHALL BE
IMMEDIATELY TERMINATED AND ALL OF THE OBLIGATIONS, INCLUDING THE REVOLVING
LOANS, SHALL AUTOMATICALLY BECOME IMMEDIATELY DUE AND PAYABLE, WITHOUT
PRESENTMENT, DEMAND, PROTEST, NOTICE OF INTENT TO ACCELERATE, NOTICE OF
ACCELERATION OR OTHER REQUIREMENTS OF ANY KIND, ALL OF WHICH ARE HEREBY
EXPRESSLY WAIVED (INCLUDING FOR PURPOSES OF SECTION 10) BY BORROWERS, AND THE
COMMITMENTS SHALL THEREUPON TERMINATE.
UPON THE OCCURRENCE AND DURING THE
CONTINUANCE OF ANY OTHER EVENT OF DEFAULT, AGENT MAY, AND AT THE REQUEST OF THE
REQUISITE LENDERS, AGENT SHALL, BY WRITTEN NOTICE TO BORROWER