10.12
LABOR.
ANY NOTE PARTY SHALL BE PROHIBITED OR
OTHERWISE MATERIALLY RESTRAINED FROM CONDUCTING THE BUSINESS THERETOFORE
CONDUCTED BY IT BY VIRTUE OF ANY CASUALTY, ANY LABOR STRIKE, ANY DETERMINATION,
RULING, DECISION, DECREE OR ORDER OF ANY COURT OR REGULATORY AUTHORITY OF
COMPETENT JURISDICTION OR ANY OTHER EVENT AND SUCH CASUALTY, LABOR STRIKE,
DETERMINATION, RULING, DECISION, DECREE, ORDER OR OTHER EVENT REMAINS UNSTAYED
AND IN EFFECT FOR ANY PERIOD OF TEN (10) DAYS.
10.13
OPERATIVE DOCUMENTS.
ANY OF THE OPERATIVE DOCUMENTS
SHALL FOR ANY REASON FAIL TO CONSTITUTE THE VALID AND BINDING AGREEMENT OF ANY
PARTY THERETO, OR ANY SUCH PARTY SHALL SO ASSERT.
10.14
DORMANT SUBSIDIARIES.
ANY DORMANT SUBSIDIARY ENGAGES
IN ANY TYPE OF BUSINESS ACTIVITY OTHER THAN THOSE NECESSARY OR CONVENIENT TO
COMPLETE THE WIND-DOWN THEREOF.
ARTICLE XI
ACCELERATION; REMEDIES ON DEFAULT
11.1
ACCELERATION.
(A)
IF ANY EVENT OF DEFAULT HAS OCCURRED, THE
REQUIRED HOLDERS MAY, BY NOTICE TO THE COMPANY, DECLARE THE ENTIRE UNPAID
PRINCIPAL AMOUNT OF THE NOTES, PLUS (EXCEPT IN THE CASE OF AN EVENT OF DEFAULT
THAT HAS OCCURRED FOR A REASON OTHER THAN ANY WILLFUL ACTION OR INACTION TAKEN
OR NOT TAKEN BY OR ON BEHALF OF ANY NOTE PARTY WITH THE INTENTION OF AVOIDING
PAYMENT OF THE PREMIUM THAT THE COMPANY WOULD OTHERWISE HAVE HAD TO PAY) A
PREMIUM EQUAL TO (I) THE THEN APPLICABLE PERCENTAGE FOR REDEMPTIONS OF THE NOTES
UNDER SECTION 6.2(B) MULTIPLIED BY (II) THE AGGREGATE PRINCIPAL AMOUNT OF NOTES
THEN OUTSTANDING, PLUS ALL INTEREST ACCRUED AND UNPAID THEREON AND ALL OTHER
AMOUNTS PAYABLE UNDER THIS AGREEMENT, TO BE FORTHWITH DUE AND PAYABLE, WHEREUPON
THE NOTES, SUCH PREMIUM, ALL SUCH ACCRUED INTEREST AND ALL SUCH OTHER AMOUNTS
SHALL BECOME AND BE FORTHWITH DUE AND PAYABLE (UNLESS THERE SHALL HAVE OCCURRED
AN EVENT OF DEFAULT UNDER SECTIONS 10.6 OR 10.7 WITH RESPECT TO ANY NOTE PARTY,
IN WHICH CASE ALL SUCH AMOUNTS SHALL AUTOMATICALLY BECOME DUE AND PAYABLE),
WITHOUT PRESENTMENT, DEMAND, PROTEST OR FURTHER NOTICE OF ANY KIND, ALL OF WHICH
ARE HEREBY EXPRESSLY WAIVED BY THE NOTE PARTIES.
(B)
FOR THE AVOIDANCE OF DOUBT, IN THE CASE OF
AN ACCELERATION UNDER SECTION 11.1(A) ABOVE, EACH PURCHASER MAY PROCEED TO
PROTECT AND ENFORCE ITS RIGHTS BY SUIT IN EQUITY, ACTION AT LAW AND/OR OTHER
APPROPRIATE PROCEEDING EITHER FOR SPECIFIC PERFORMANCE OF ANY COVENANT,
PROVISION OR CONDITION CONTAINED OR INCORPORATED BY
56
REFERENCE IN THIS AGREEMENT OR IN AID OF THE EXERCISE OF ANY POWER GRANTED IN
THIS AGREEMENT.
11.2
OTHER REMEDIES.
IN CASE ANY ONE OR MORE OF THE
EVENTS OF DEFAULT UNDER ARTICLE X SHALL HAVE OCCURRED AND BE CONTINUING, AND
WHETHER OR NOT THE PURCHASERS SHALL HAVE ACCELERATED THE MATURITY OF THE NOTES
PURSUANT TO SECTION 11.1, EACH PURCHASER, IF OWED ANY AMOUNT WITH RESPECT TO THE
NOTES, MAY PROCEED TO PROTECT AND ENFORCE ITS RIGHTS 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 SUBORDINATED
NOTE DOCUMENTS