OBLIGATION.
ANY LOAN PARTY OR ANY SUBSIDIARY
THEREOF FAILS TO MAKE ANY PAYMENT WHEN DUE (WHETHER BY SCHEDULED MATURITY,
REQUIRED PREPAYMENT, ACCELERATION, DEMAND, OR OTHERWISE) IN RESPECT OF ANY
MATERIAL CONTRACT OR FAILS TO OBSERVE OR PERFORM ANY OTHER AGREEMENT OR
CONDITION RELATING TO ANY SUCH MATERIAL CONTRACT OR CONTAINED IN ANY INSTRUMENT
OR AGREEMENT EVIDENCING, SECURING OR RELATING THERETO, OR ANY OTHER EVENT
OCCURS, THE EFFECT OF WHICH DEFAULT OR OTHER EVENT IS TO CAUSE, OR TO PERMIT,
THE COUNTERPARTY TO SUCH MATERIAL CONTRACT TO TERMINATE SUCH MATERIAL CONTRACT;
OR
(O)
INDICTMENT.
THE INDICTMENT OF ANY LOAN PARTY OR ANY SUBSIDIARY
THEREOF, UNDER ANY FEDERAL, STATE, MUNICIPAL, AND OTHER CRIMINAL STATUTE, RULE,
REGULATION, ORDER, OR OTHER REQUIREMENT HAVING THE FORCE OF LAW FOR A FELONY; OR
(P)
SUBORDINATION.
(I)
THE SUBORDINATION PROVISIONS OF THE DOCUMENTS
EVIDENCING OR GOVERNING ANY SUBORDINATED INDEBTEDNESS (THE "SUBORDINATION
PROVISIONS") SHALL, IN WHOLE OR IN PART, TERMINATE, CEASE TO BE EFFECTIVE OR
CEASE TO BE LEGALLY VALID, BINDING AND ENFORCEABLE AGAINST ANY HOLDER OF THE
APPLICABLE SUBORDINATED INDEBTEDNESS; OR (II) ANY BORROWER OR ANY OTHER LOAN
PARTY SHALL, DIRECTLY OR INDIRECTLY, DISAVOW OR CONTEST IN WRITING (A) THE
EFFECTIVENESS, VALIDITY OR ENFORCEABILITY OF ANY OF THE SUBORDINATION
PROVISIONS, (B) THAT THE SUBORDINATION PROVISIONS EXIST FOR THE BENEFIT OF THE
CREDIT PARTIES, OR (C) THAT ALL PAYMENTS OF PRINCIPAL OF OR PREMIUM AND INTEREST
ON THE APPLICABLE SUBORDINATED INDEBTEDNESS, OR REALIZED FROM THE LIQUIDATION OF
ANY PROPERTY OF ANY LOAN PARTY, SHALL BE SUBJECT TO ANY OF THE SUBORDINATION
PROVISIONS.
8.02
Remedies Upon Event of Default.
If any Event of Default occurs and
is continuing, the Administrative Agent may, or, at the request of the Required
Lenders, shall, take any or all of the following actions:
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(A)
DECLARE THE COMMITMENTS OF EACH LENDER TO MAKE LOANS AND ANY
OBLIGATION OF THE L/C ISSUER TO MAKE L/C CREDIT EXTENSIONS TO BE TERMINATED,
WHEREUPON SUCH COMMITMENTS AND OBLIGATION SHALL BE TERMINATED;
(B)
DECLARE THE UNPAID PRINCIPAL AMOUNT OF ALL OUTSTANDING LOANS, ALL
INTEREST ACCRUED AND UNPAID THEREON, AND ALL OTHER AMOUNTS OWING OR PAYABLE
HEREUNDER OR UNDER ANY OTHER LOAN DOCUMENT TO BE IMMEDIATELY DUE AND PAYABLE,
WITHOUT PRESENTMENT, DEMAND, PROTEST OR OTHER NOTICE OF ANY KIND, ALL OF WHICH
ARE HEREBY EXPRESSLY WAIVED BY THE LOAN PARTIES;
(C)
REQUIRE THAT THE LOAN PARTIES CASH COLLATERALIZE THE L/C
OBLIGATIONS; AND
(D)
WHETHER OR NOT THE MATURITY OF THE OBLIGATIONS SHALL HAVE BEEN
ACCELERATED PURSUANT HERETO, PROCEED TO PROTECT, ENFORCE AND EXERCISE ALL RIGHTS
AND REMEDIES OF THE CREDIT PARTIES UNDER THIS AGREEMENT, ANY OF THE OTHER LOAN
DOCUMENTS OR APPLICABLE LAW, INCLUDING, BUT NOT LIMITED TO, BY SUIT IN EQUITY,
ACTION AT LAW OR OTHER APPROPRIATE PROCEEDING, WHETHER FOR THE SPECIFIC
PERFORMANCE OF ANY COVENANT OR AGREEMENT CONTAINED IN THIS AGREEMENT AND THE
OTHER LOAN DOCUMENTS OR ANY INSTRUMENT PURSUANT TO WHICH THE OBLIGATIONS ARE
EVIDENCED, AND, IF SUCH AMOUNT SHALL HAVE BECOME DUE, BY DECLARATION OR
OTHERWISE, PROCEED TO ENFORCE THE PAYMENT THEREOF OR ANY