(III) THROUGH (IV) THAT INVOLVES A NET INCREASE IN AGGREGATE UNFUNDED
PENSION LIABILITIES AND OTHER LIABILITIES; OR
(I)
MONETARY JUDGMENTS.
ONE OR MORE FINAL (NON-INTERLOCUTORY)
JUDGMENTS, ORDERS OR DECREES SHALL BE ENTERED AGAINST ANY OF THE COMPANY, ANY OF
ITS SUBSIDIARIES OR ANY OTHER CREDIT PARTY, INVOLVING IN THE AGGREGATE A
LIABILITY (NOT FULLY COVERED BY INDEPENDENT THIRD-PARTY INSURANCE AND FOR WHICH
THE RELEVANT INSURER HAS ACKNOWLEDGED LIABILITY) AS TO ANY SINGLE OR RELATED
SERIES OF TRANSACTIONS, INCIDENTS OR CONDITIONS, OF $35,000,000 OR MORE, AND THE
SAME SHALL REMAIN UNSATISFIED, UNVACATED AND UNSTAYED PENDING APPEAL FOR A
PERIOD OF 30 DAYS AFTER THE ENTRY THEREOF OR SUCH LATER TIME AS MAY BE PROVIDED
FOR THE FILING OF AN APPEAL; OR
(J)
CHANGE IN CONTROL.
(I) ANY PERSON (OTHER THAN A PLAN OR PLANS)
OR TWO OR MORE PERSONS (OTHER THAN A PLAN OR PLANS) ACTING IN CONCERT SHALL HAVE
ACQUIRED BENEFICIAL OWNERSHIP (WITHIN THE MEANING OF RULE 13D-3 OF THE
SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES AND EXCHANGE ACT OF
1934, AS AMENDED), DIRECTLY OR INDIRECTLY, OF SECURITIES OF THE COMPANY (OR
OTHER SECURITIES CONVERTIBLE INTO SUCH SECURITIES) REPRESENTING 20% OR MORE OF
THE COMBINED VOTING POWER OF ALL SECURITIES OF THE COMPANY ENTITLED TO VOTE IN
THE ELECTION OF DIRECTORS, OTHER THAN SECURITIES HAVING SUCH POWER ONLY BY
REASON OF THE HAPPENING OF A CONTINGENCY; (II) INDIVIDUALS WHO AT THE BEGINNING
OF ANY TWO YEAR PERIOD CONSTITUTED THE COMPANY'S BOARD OF DIRECTORS CEASE FOR
ANY REASON TO CONSTITUTE A MAJORITY OF DIRECTORS THEN IN OFFICE; OR (III) ANY
FOREIGN BORROWER CEASES TO BE A SUBSIDIARY OF THE COMPANY AT ANY TIME WHEN
FOREIGN CURRENCY LOANS TO SUCH FOREIGN BORROWER ARE OUTSTANDING.
SECTION 8.02.
REMEDIES UPON EVENT OF DEFAULT.
WITHOUT LIMITING ANY OTHER
RIGHTS OR REMEDIES OF THE ADMINISTRATIVE AGENT OR THE LENDERS PROVIDED FOR
66
ELSEWHERE IN THIS AGREEMENT, OR THE OTHER LOAN DOCUMENTS, OR BY ANY REQUIREMENT
OF LAW, OR IN EQUITY, OR OTHERWISE:
(A)
UPON THE OCCURRENCE, AND DURING THE CONTINUANCE, OF ANY EVENT OF
DEFAULT OTHER THAN AN EVENT OF DEFAULT DESCRIBED IN SECTION 8.01(F) OR 8.01(G)
IN RESPECT OF ANY CREDIT PARTY,
(I)
THE REQUISITE LENDERS MAY REQUEST THE ADMINISTRATIVE AGENT TO,
AND THE ADMINISTRATIVE AGENT THEREUPON SHALL, TERMINATE THE COMMITMENTS AND/OR
DECLARE ALL OR ANY PART OF THE UNPAID PRINCIPAL OF ALL LOANS, ALL INTEREST
ACCRUED AND UNPAID THEREON, ALL OBLIGATIONS RELATING TO THE LC EXPOSURE AT SUCH
TIME AND ALL OTHER AMOUNTS PAYABLE UNDER THE LOAN DOCUMENTS TO BE FORTHWITH DUE
AND PAYABLE, WHEREUPON THE SAME SHALL BECOME AND BE FORTHWITH DUE AND PAYABLE,
WITHOUT PROTEST, PRESENTMENT, NOTICE OF DISHONOR, DEMAND OR FURTHER NOTICE OF
ANY KIND, ALL OF WHICH ARE EXPRESSLY WAIVED BY SUCH CREDIT PARTY; AND
(II)
ON THE BUSINESS DAY THAT THE COMPANY RECEIVES NOTICE FROM THE
ADMINISTRA­TIVE AGENT OR THE REQUISITE LENDERS (OR, IF THE MATURITY OF THE LOANS
HAS BEEN ACCELERATED PURSUANT TO CLAUSE (I) ABOVE, LENDERS WITH LC EXPOSURE
REPRESENTING 51% OR MORE OF THE