PERFORMANCE OR OBSERVANCE OF ANY TERM, COVENANT, CONDITION OR AGREEMENT
CONTAINED IN
(I)
ARTICLE 7 OR SECTION 11.1 OR 11.14, AND THE ADMINISTRATIVE AGENT
SHALL HAVE NOTIFIED THE BORROWER OF THE REQUIRED LENDERS' INTENTION TO DECLARE
SUCH DEFAULT AS AN EVENT OF DEFAULT, OR
(II)
THIS AGREEMENT (OTHER THAN AS SPECIFICALLY PROVIDED FOR OTHERWISE
IN THIS SECTION 12.1) AND SUCH DEFAULT SHALL CONTINUE FOR A PERIOD OF 30 DAYS
AFTER WRITTEN NOTICE THEREOF HAS BEEN GIVEN TO THE BORROWER BY THE
ADMINISTRATIVE AGENT.
(E)
CROSS DEFAULT.
THE OCCURRENCE OF ANY "EVENT OF DEFAULT" AS
DEFINED IN THE SENIOR NOTE INDENTURE OR THE BORROWER OR ANY SUBSIDIARY SHALL
FAIL TO PAY WHEN DUE AND PAYABLE
83
THE PRINCIPAL OF OR INTEREST ON ANY DEBT (OTHER THAN THE LOANS) OUTSTANDING IN A
PRINCIPAL AMOUNT IN EXCESS OF $2,000,000, OR THE MATURITY OF ANY SUCH DEBT SHALL
HAVE (I) BEEN ACCELERATED (DECLARED TO BE DUE AND PAYABLE) IN ACCORDANCE WITH
THE PROVISIONS OF ANY INDENTURE, CONTRACT OR INSTRUMENT PROVIDING FOR THE
CREATION OF OR CONCERNING SUCH DEBT, OR (II) BEEN REQUIRED TO BE PREPAID PRIOR
TO THE STATED MATURITY THEREOF, OR ANY EVENT SHALL HAVE OCCURRED AND BE
CONTINUING WHICH WOULD PERMIT ANY HOLDER OR HOLDERS OF SUCH DEBT, ANY TRUSTEE OR
AGENT ACTING ON BEHALF OF SUCH HOLDER OR HOLDERS OR ANY OTHER PERSON SO TO
ACCELERATE SUCH MATURITY, AND THE BORROWER SHALL HAVE FAILED TO CURE SUCH
DEFAULT PRIOR TO THE EXPIRATION OF ANY APPLICABLE CURE OR GRACE PERIOD.
(F)
VOLUNTARY BANKRUPTCY PROCEEDING.
THE BORROWER OR ANY SUBSIDIARY
SHALL
(I)
COMMENCE A VOLUNTARY CASE UNDER THE FEDERAL BANKRUPTCY LAWS (AS
NOW OR HEREAFTER IN EFFECT),
(II)
FILE A PETITION SEEKING TO TAKE ADVANTAGE OF ANY OTHER LAWS,
DOMESTIC OR FOREIGN, RELATING TO BANKRUPTCY, INSOLVENCY, REORGANIZATION, WINDING
UP OR COMPOSITION FOR ADJUSTMENT OF DEBTS,
(III)
CONSENT TO OR FAIL TO CONTEST IN A TIMELY AND APPROPRIATE MANNER
ANY PETITION FILED AGAINST IT IN AN INVOLUNTARY CASE UNDER SUCH BANKRUPTCY LAWS
OR OTHER LAWS,
(IV)
APPLY FOR OR CONSENT TO, OR FAIL TO CONTEST IN A TIMELY AND
APPROPRIATE MANNER, THE APPOINTMENT OF, OR THE TAKING OF POSSESSION BY, A
RECEIVER, CUSTODIAN, TRUSTEE OR LIQUIDATOR OF ITSELF OR OF A SUBSTANTIAL PART OF
ITS PROPERTY, DOMESTIC OR FOREIGN,
(V)
ADMIT IN WRITING ITS INABILITY TO PAY ITS DEBTS AS THEY BECOME
DUE,
(VI)
MAKE A GENERAL ASSIGNMENT FOR THE BENEFIT OF CREDITORS, OR
(VII)
TAKE ANY CORPORATE OR OTHER ACTION FOR THE PURPOSE OF AUTHORIZING
ANY OF THE FOREGOING.
(G)
INVOLUNTARY BANKRUPTCY PROCEEDING.
A CASE OR OTHER PROCEEDING
SHALL BE COMMENCED AGAINST THE BORROWER OR ANY SUBSIDIARY IN ANY COURT OF
COMPETENT JURISDICTION SEEKING
(I)
RELIEF UNDER THE FEDERAL BANKRUPTCY LAWS (AS NOW OR HEREAFTER IN
EFFECT) OR UNDER ANY OTHER LAWS, DOMESTIC OR FOREIGN, RELATING TO BANKRUPTCY,
INSOLVENCY, REORGANIZATION, WINDING UP OR ADJUSTMENT OF DEBTS, OR
(II)
THE APPOINTMENT OF A TRUSTEE, RECEIVER, CUSTODIAN, LIQUIDATOR OR
THE LIKE OF THE BORROWER OR ANY SUBSIDIARY OR OF ALL OR ANY SUBSTANTIAL PART