(B)
CONSOLIDATED LEVERAGE RATIO.
PERMIT THE CONSOLIDATED LEVERAGE
RATIO DETERMINED AT THE END OF ANY QUARTERLY ACCOUNTING PERIOD IN A FISCAL YEAR
OF THE BORROWER TO BE MORE THAN 3.25:1.00.
7.12
AMENDMENTS OF ORGANIZATION DOCUMENTS.
AMEND ANY OF ITS
ORGANIZATION DOCUMENTS IN A MANNER THAT COULD REASONABLY BE DETERMINED TO BE
MATERIALLY ADVERSE TO THE LENDERS (PROVIDED THAT THE AMENDMENT OF AN
ORGANIZATION DOCUMENT TO EFFECT THE CHANGE IN THE NAME OF ANY PERSON SHALL BE
DEEMED NOT TO BE MATERIALLY ADVERSE TO THE LENDERS), EXCEPT IN CONNECTION WITH A
TRANSACTION OTHERWISE PERMITTED UNDER THE LOAN DOCUMENTS.
7.13
ACCOUNTING CHANGES.
MAKE ANY CHANGE IN (A) ACCOUNTING POLICIES OR
REPORTING PRACTICES, EXCEPT AS REQUIRED BY GAAP OR SAP, AS APPLICABLE, OR
(B) ITS FISCAL YEAR.
7.14
PREPAYMENTS, ETC. OF INDEBTEDNESS.
PREPAY, REDEEM, PURCHASE,
DEFEASE OR OTHERWISE SATISFY PRIOR TO THE SCHEDULED MATURITY THEREOF IN ANY
MANNER, OR MAKE ANY PAYMENT IN VIOLATION OF ANY SUBORDINATION TERMS OF, ANY
INDEBTEDNESS, EXCEPT (A) THE PREPAYMENT OF THE CREDIT EXTENSIONS IN ACCORDANCE
WITH THE TERMS OF THIS AGREEMENT, (B) REGULARLY SCHEDULED OR REQUIRED REPAYMENTS
OR REDEMPTIONS OF INDEBTEDNESS SET FORTH IN SCHEDULE 7.02 AND REFINANCINGS AND
REFUNDINGS OF SUCH INDEBTEDNESS IN COMPLIANCE WITH SECTION 7.02(D) AND (C) THE
REFINANCING.
7.15
AMENDMENT, ETC. OF ACQUISITION AGREEMENT AND INDEBTEDNESS.
(A)
TERMINATE THE ACQUISITION AGREEMENT OR CONSENT TO OR ACCEPT ANY TERMINATION
THEREOF; (B) AMEND, WAIVE, MODIFY OR CHANGE IN ANY MANNER ANY MATERIAL TERM OR
CONDITION OF THE ACQUISITION AGREEMENT; (C) WAIVE ANY MATERIAL DEFAULT UNDER OR
ANY BREACH OF ANY MATERIAL TERM OR CONDITION OF THE ACQUISITION AGREEMENT;
PROVIDED THAT, IN THE CASE OF EACH OF CLAUSES (A), (B) AND (C), THE PROHIBITED
AMENDMENT OR ACTION, AS APPLICABLE, SHALL BE LIMITED TO THOSE THAT WOULD
MATERIALLY IMPAIR THE VALUE OF THE INTEREST OR RIGHTS OF THE BORROWER AND THE
RESTRICTED SUBSIDIARIES, TAKEN AS A WHOLE, THEREUNDER OR THAT WOULD MATERIALLY
IMPAIR THE RIGHTS OR INTERESTS OF THE ADMINISTRATIVE AGENT OR ANY LENDER; OR (D)
AMEND, MODIFY OR CHANGE ANY MATERIAL TERM OR CONDITION OF ANY INDEBTEDNESS SET
FORTH IN SCHEDULE 7.02 IN A MANNER ADVERSE TO THE INTERESTS OF THE
ADMINISTRATIVE AGENT OR ANY LENDER, EXCEPT FOR ANY REFINANCING, REFUNDING,
RENEWAL OR EXTENSION THEREOF PERMITTED BY SECTION 7.02(D).
7.16
UNRESTRICTED SUBSIDIARIES.
PERMIT ANY UNRESTRICTED SUBSIDIARY
(A) TO HOLD ANY EQUITY INTEREST IN, OR INDEBTEDNESS OF, THE BORROWER OR ANY
RESTRICTED SUBSIDIARY OR (B) ENGAGE IN ANY LINE OF BUSINESS THAT IS NOT
PERMITTED FOR THE BORROWER AND ITS RESTRICTED SUBSIDIARIES UNDER SECTION 7.07.
ARTICLE VIII
EVENTS OF DEFAULT AND REMEDIES
8.01
EVENTS OF DEFAULT.
ANY OF THE FOLLOWING SHALL CONSTITUTE AN EVENT
OF DEFAULT:
(A)
NON-PAYMENT.
THE BORROWER OR ANY OTHER LOAN PARTY FAILS TO (I)
PAY WHEN AND AS REQUIRED TO BE PAID HEREIN, ANY AMOUNT OF PRINCIPAL OF ANY LOAN
OR ANY L/C OBLIGATION OR DEPOSIT ANY FUNDS AS CASH COLLATERAL IN RESPECT OF L/C
OBLIGATIONS, OR (II) PAY WITHIN THREE BUSINESS DAYS AFTER THE SAME BECOMES DUE,
ANY INTEREST ON ANY LOAN