OF A CREDIT PARTY WHICH IS NOT A CREDIT
PARTY), RECEIVER, ADMINISTRATOR, ADMINISTRATIVE RECEIVER, COMPULSORY MANAGER OR
OTHER SIMILAR OFFICER IN RESPECT OF ANY CREDIT PARTY OR ANY SUBSIDIARY OF A
CREDIT PARTY OR ANY OF ITS ASSETS,
or any analogous procedure or step is taken in any jurisdiction.
This clause shall not apply to any winding-up petition which is frivolous or
vexatious and is discharged, stayed or dismissed within 14 days of commencement
or, if earlier, the date on which it is advertised;
(I)
ANY CHANGE OF CONTROL OR ANY MATERIAL ADVERSE EFFECT OCCURS;
(J)
AGENT OR ANY LENDER RECEIVES ANY EVIDENCE THAT ANY CREDIT PARTY
HAS DIRECTLY OR INDIRECTLY BEEN ENGAGED IN ANY TYPE OF ACTIVITY WHICH, IN
AGENT'S PERMITTED DISCRETION, WOULD REASONABLY BE EXPECTED TO RESULT IN
FORFEITURE OF ANY MATERIAL PORTION OF COLLATERAL TO ANY GOVERNMENTAL AUTHORITY,
WHICH SHALL HAVE CONTINUED UNREMEDIED FOR A PERIOD OF TWENTY (20) CALENDAR DAYS
AFTER WRITTEN NOTICE FROM AGENT;
(K)
UNINSURED DAMAGE TO, OR UNINSURED LOSS, THEFT OR DESTRUCTION OF,
ANY PORTION OF THE COLLATERAL OCCURS THAT EXCEEDS AN AMOUNT EQUAL TO $250,000 IN
THE AGGREGATE;
(L)
(I) ANY CREDIT PARTY IS CRIMINALLY INDICTED OR CONVICTED (A) OF A
FELONY OR (B) UNDER ANY LAW THAT WOULD REASONABLY BE EXPECTED TO LEAD TO
FORFEITURE OF ANY MATERIAL PORTION OF COLLATERAL, OR (II) ANY DIRECTOR OR SENIOR
OFFICER OF ANY CREDIT PARTY IS CONVICTED (A) OF A FELONY FOR FRAUD OR DISHONESTY
IN CONNECTION WITH THE BUSINESS OR (B) UNDER ANY LAW THAT WOULD REASONABLY BE
EXPECTED TO LEAD TO FORFEITURE OF ANY MATERIAL PORTION OF COLLATERAL;
41
(M)
THE ISSUANCE OF ANY PROCESS FOR LEVY, ATTACHMENT OR GARNISHMENT OR
EXECUTION UPON OR ANY JUDGMENT AGAINST ANY CREDIT PARTY OR ANY OF ITS MATERIAL
PROPERTY OR AGAINST ANY OF THE COLLATERAL WHICH HAS AN AGGREGATE FAIR MARKET
VALUE IN EXCESS OF AN AMOUNT EQUAL TO $175,000 INDIVIDUALLY OR $350,000 IN THE
AGGREGATE, IN ANY CASE WHICH IS NOT SATISFIED, STAYED, VACATED, DISMISSED OR
DISCHARGED WITHIN THIRTY (30) CALENDAR DAYS OF BEING ISSUED OR EXECUTED;
(N)
(I) THE SUBORDINATION PROVISIONS OF THE SELLER SUBORDINATION
AGREEMENT AND/OR THE SUBORDINATION PROVISIONS CONTAINED IN OR OTHERWISE
PERTAINING TO ANY AGREEMENT OR INSTRUMENT GOVERNING ANY SUBORDINATED DEBT SHALL
FOR ANY REASON BE REVOKED OR INVALIDATED, OR OTHERWISE CEASE TO BE IN FULL FORCE
AND EFFECT, OR (II) ANY PERSON SHALL RAISE A NON-FRIVOLOUS CLAIM IN COURT
CONTESTING IN ANY MANNER THE VALIDITY OR ENFORCEABILITY THEREOF, (III) ANY
PERSON SHALL TAKE ANY ACTION IN VIOLATION THEREOF OR FAIL TO TAKE ANY ACTION
REQUIRED BY THE TERMS THEREOF THAT WOULD REASONABLY BE EXPECTED TO HAVE AN
ADVERSE EFFECT ON THE RIGHTS AND REMEDIES OF AGENT OR LENDERS, OR (IV) THE
OBLIGATIONS, FOR ANY REASON SHALL NOT HAVE THE PRIORITY CONTEMPLATED BY THIS
AGREEMENT, THE SELLER SUBORDINATION AGREEMENT OR SUCH SUBORDINATION PROVISIONS;
(O)
AN "EVENT OF DEFAULT" UNDER ANY OTHER LOAN DOCUMENT OCCURS (TO THE
EXTENT, WITH RESPECT TO ANY SUCH OTHER LOAN DOCUMENT, NOT OTHERWISE CONSTITUTING
AN