FAILS TO PERFORM OR OBSERVE THE TERMS
OF ANY AGREEMENT OR INSTRUMENT RELATING TO SUCH INDEBTEDNESS AND SUCH FAILURE
CONTINUES, WITHOUT HAVING BEEN DULY CURED, WAIVED OR CONSENTED TO, BEYOND THE
PERIOD OF GRACE, IF ANY, SPECIFIED IN SUCH AGREEMENT OR INSTRUMENT, AND SUCH
FAILURE PERMITS THE ACCELERATION OF SUCH INDEBTEDNESS;
74
(C)
ALL OR ANY PART OF SUCH INDEBTEDNESS IS ACCELERATED OR BECOMES DUE
OR PAYABLE PRIOR TO ITS STATED MATURITY (EXCEPT WITH RESPECT TO VOLUNTARY
PREPAYMENTS THEREOF) FOR ANY REASON WHATSOEVER; OR
(D)
ANY LIEN ON ANY PROPERTY OF ANY BORROWER OR ANY SUBSIDIARY SECURING
ANY SUCH INDEBTEDNESS IS ENFORCED BY FORECLOSURE OR SIMILAR ACTION.
11.1.6
FINAL JUDGMENT.
ANY ONE OR MORE FINAL JUDGMENTS, ORDERS
OR DECREES FOR THE PAYMENT OF MONEY IN EXCESS OF $10,000,000 (WHETHER SINGLY OR
IN THE AGGREGATE) TO THE EXTENT NOT COVERED BY INSURANCE IS RENDERED AGAINST ANY
BORROWER OR ANY MATERIAL SUBSIDIARY AND THE BORROWERS AND THE MATERIAL
SUBSIDIARIES DO NOT DISCHARGE THE SAME OR PROVIDE FOR ITS DISCHARGE IN
ACCORDANCE WITH ITS TERMS, OR PROCURE A STAY OF EXECUTION THEREOF PENDING
APPEAL, WITHIN FORTY-FIVE (45) DAYS AFTER THE DATE OF ENTRY THEREOF; OR ANY
EXECUTION OR ATTACHMENT SHALL BE ISSUED WHEREBY ANY SUBSTANTIAL PART OF THE
PROPERTY OF ANY BORROWER OR ANY MATERIAL SUBSIDIARY SHALL BE TAKEN OR ATTEMPTED
TO BE TAKEN AND THE SAME SHALL NOT HAVE BEEN VACATED OR STAYED WITHIN FORTY-FIVE
(45) DAYS AFTER THE ISSUANCE THEREOF (PROVIDED THAT ON THE SYNTHETIC LEASE
TERMINATION EFFECTIVE DATE, THIS SECTION 11.1.6 WILL AUTOMATICALLY WITHOUT
FURTHER ACTION OF THE PARTIES HERETO BE DEEMED TO BE AMENDED TO DELETE THE
AMOUNT OF "$10,000,000" AND INSERT IN ITS PLACE THE AMOUNT OF "$25,000,000).
11.1.7
CHANGE OF CONTROL.
A CHANGE OF CONTROL OCCURS.
11.1.8
ENFORCEABILITY, ETC.
ANY CREDIT DOCUMENT, INCLUDING THE
SUBSIDIARY GUARANTEE, CEASES FOR ANY REASON (OTHER THAN THE SCHEDULED
TERMINATION THEREOF IN ACCORDANCE WITH ITS TERMS) TO BE IN FULL FORCE AND EFFECT
AND ENFORCEABLE IN ACCORDANCE WITH ITS TERMS; OR ANY PARTY TO ANY CREDIT
DOCUMENT SHALL SO ASSERT IN A JUDICIAL OR SIMILAR PROCEEDING; OR ANY OBLIGOR
SHALL REVOKE THE SUBSIDIARY GUARANTEE OR OTHER CREDIT DOCUMENT TO WHICH SUCH
OBLIGOR IS A PARTY OR SHALL DENY ANY FURTHER LIABILITY OR OBLIGATION THEREUNDER;
OR ANY SECURITY INTERESTS HEREAFTER CREATED BY THIS AGREEMENT OR ANY OTHER
CREDIT DOCUMENTS SHALL CEASE TO BE ENFORCEABLE AND OF THE SAME EFFECT AND
PRIORITY PURPORTED TO BE CREATED THEREBY.
11.1.9
ERISA EVENTS.
(A)
ANY ERISA EVENT IF AS A RESULT OF SUCH ERISA EVENT (I) AN ERISA
GROUP PERSON WOULD BE REQUIRED TO MAKE A CONTRIBUTION TO A PENSION PLAN OR WOULD
INCUR A LIABILITY OR OBLIGATION TO SUCH PENSION PLAN IN EXCESS OF $10,000,000;
OR (II) A CONTRIBUTION FAILURE OCCURS WITH RESPECT TO ANY PENSION PLAN
SUFFICIENT TO GIVE RISE TO A LIEN UNDER SECTION 302(F) (OR, EFFECTIVE JANUARY 1,
2008, SECTION 303(K)) OF ERISA OR THE ASSETS OF AN ERISA GROUP PERSON ARE
ENCUMBERED PURSUANT TO SECTION 412 OF THE CODE OR SECTION