EXPECTED TO RESULT IN A
MATERIAL ADVERSE CHANGE; AND IN EACH CASE THERE SHALL BE ANY PERIOD OF 30
CONSECUTIVE DAYS DURING WHICH SUCH JUDGMENT CONTINUES UNSATISFIED AND A STAY OF
ENFORCEMENT OF SUCH JUDGMENT OR ORDER, BY REASON OF A PENDING APPEAL OR
OTHERWISE, SHALL NOT BE IN EFFECT.
(M)
SUBORDINATION.
EXCEPT AS PERMITTED BY SECTION 5.1(L), ANY LOAN PARTY
SHALL MAKE ANY VOLUNTARY OR OPTIONAL PAYMENT OR REPAYMENT ON, REDEMPTION,
EXCHANGE OR ACQUISITION FOR VALUE OF, OR ANY SINKING FUND OR SIMILAR PAYMENT
WITH RESPECT TO, ANY SUBORDINATED DEBT OTHER THAN IN CONSIDERATION FOR EQUITY
SECURITIES OF HOLDINGS OR AS PERMITTED IN THE APPLICABLE SUBORDINATION
AGREEMENT, OR IF ANY PERSON WHO HAS SUBORDINATED SUCH SUBORDINATED DEBT
TERMINATES OR IN ANY WAY LIMITS ITS SUBORDINATION AGREEMENT.
(N)
LOAN DOCUMENTS.
ANY OF THE LOAN DOCUMENTS AFTER DELIVERY THEREOF
SHALL FOR ANY REASON BE REVOKED OR INVALIDATED, OR OTHERWISE CEASE TO BE IN FULL
FORCE AND EFFECT, OR ANY LOAN PARTY OR ANY OTHER PERSON SHALL CONTEST IN ANY
MANNER THE VALIDITY OR ENFORCEABILITY THEREOF, OR ANY LOAN PARTY OR ANY OTHER
PERSON SHALL DENY THAT IT HAS ANY FURTHER LIABILITY OR OBLIGATION THEREUNDER; OR
ANY LOAN PARTY OR ANY OTHER PERSON SHALL DO OR UNDERTAKE ANY ACT EVIDENCING AN
INTENT TO REPUDIATE THE LOAN DOCUMENTS, OR ANY OF THE COLLATERAL DOCUMENTS FOR
ANY REASON, EXCEPT TO THE EXTENT PERMITTED BY THE TERMS HEREOF OR THEREOF, SHALL
CEASE TO CREATE A VALID AND PERFECTED LIEN SUBJECT ONLY TO PERMITTED LIENS IN
ANY MATERIAL PORTION OF THE COLLATERAL PURPORTED TO BE COVERED THEREBY; OR ANY
OF THE CISCO PRODUCTS SHALL AT ANY TIME BE LOCATED OUTSIDE OF THE UNITED STATES;
PROVIDED THAT IT SHALL NOT BE AN EVENT OF DEFAULT IF LENDER CEASES TO HAVE A
PERFECTED SECURITY INTEREST AS A RESULT OF AGENT'S FAILURE TO CONTINUE A
FINANCING STATEMENT.
6.2
EFFECT OF EVENT OF DEFAULT.
IF ANY EVENT OF DEFAULT SHALL OCCUR AND
IS CONTINUING, AGENT SHALL, AT THE REQUEST OF, OR MAY, WITH THE CONSENT OF,
MAJORITY LENDERS, BY NOTICE FROM AGENT TO BORROWER, DECLARE THE ENTIRE UNPAID
PRINCIPAL AMOUNT OF THE LOANS AND THE NOTES, ALL INTEREST ACCRUED AND UNPAID
THEREON AND ALL OTHER OBLIGATIONS TO BE FORTHWITH DUE AND PAYABLE, WHEREUPON THE
LOANS AND THE NOTES, ALL SUCH ACCRUED INTEREST AND ALL SUCH OTHER OBLIGATIONS
SHALL
30
BECOME AND BE FORTHWITH DUE AND PAYABLE, WITHOUT PRESENTMENT, DEMAND, PROTEST OR
FURTHER NOTICE OF ANY KIND, ALL OF WHICH ARE HEREBY EXPRESSLY WAIVED BY
BORROWER, PROVIDED THAT IF AN EVENT DESCRIBED IN SECTION 6.1(E) OR 6.1(F) SHALL
OCCUR, THE RESULT WHICH WOULD OTHERWISE OCCUR ONLY UPON GIVING OF NOTICE BY
AGENT TO BORROWER AS SPECIFIED IN THIS SECTION 6.2 SHALL OCCUR AUTOMATICALLY,
WITHOUT THE GIVING OF ANY SUCH NOTICE.
ADDITIONALLY, AGENT AND LENDERS MAY
EXERCISE ANY OR ALL OF THEIR RESPECTIVE RIGHTS AND REMEDIES UNDER THE COLLATERAL
DOCUMENTS, AND PROCEED TO ENFORCE ALL OTHER RIGHTS AND REMEDIES AVAILABLE TO
THEM UNDER THE LOAN DOCUMENTS AND APPLICABLE LAW.
NOTWITHSTANDING ANYTHING