RE-FILE, REGISTER
AND RE-REGISTER ANY AND ALL SUCH FURTHER ACTS, PLEDGE AGREEMENTS, ASSIGNMENTS,
FINANCING STATEMENTS AND CONTINUATIONS THEREOF, TERMINATION STATEMENTS, NOTICES
OF ASSIGNMENT, TRANSFERS, CERTIFICATES, ASSURANCES AND OTHER INSTRUMENTS AS THE
AGENT, OR ANY BANK PARTY THROUGH THE AGENT, MAY REASONABLY REQUIRE FROM TIME TO
TIME IN ORDER TO (A) CARRY OUT MORE EFFECTIVELY THE PURPOSES OF THE FINANCING
DOCUMENTS, (B) TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, SUBJECT TO THE
BORROWER'S PROPERTIES, ASSETS, RIGHTS OR INTERESTS TO THE LIENS NOW OR HEREAFTER
INTENDED TO BE COVERED BY ANY OF THE COLLATERAL DOCUMENTS, (C) PERFECT AND
MAINTAIN THE VALIDITY, EFFECTIVENESS AND PRIORITY OF ANY OF THE COLLATERAL
DOCUMENTS AND ANY OF THE LIENS INTENDED TO BE CREATED THEREUNDER AND (D) ASSURE,
CONVEY, GRANT, ASSIGN, TRANSFER, PRESERVE, PROTECT AND CONFIRM MORE EFFECTIVELY
UNTO THE SECURED HOLDERS THE RIGHTS GRANTED OR NOW OR HEREAFTER INTENDED TO BE
GRANTED TO THE SECURED HOLDERS UNDER ANY FINANCING DOCUMENT OR UNDER ANY OTHER
INSTRUMENT EXECUTED IN CONNECTION WITH ANY FINANCING DOCUMENT TO WHICH ANY LOAN
PARTY IS OR IS TO BE A PARTY.
AES Fourth Amended and Restated Credit Agreement
91
ARTICLE VI
DEFAULTS
Section 6.01
Events of Default.
If one or more of the following events ("Events of Default") shall have occurred
and be continuing:
(A)
ANY LOAN PARTY SHALL FAIL TO PAY WHEN DUE ANY PRINCIPAL OF ANY
LOAN OR ANY REIMBURSEMENT OBLIGATION, OR SHALL FAIL TO PAY WITHIN THREE DAYS OF
THE DATE WHEN DUE ANY INTEREST, FEES OR OTHER AMOUNTS PAYABLE UNDER ANY
FINANCING DOCUMENT;
(B)
THE BORROWER SHALL FAIL TO OBSERVE OR PERFORM ANY COVENANT
CONTAINED IN SECTIONS 5.07 TO 5.18, INCLUSIVE, OR EXCEPT IN ACCORDANCE WITH THE
TERMS HEREOF, THE SUBSIDIARY GUARANTY IN ARTICLE 9 SHALL CEASE TO BE IN FULL
FORCE AND EFFECT;
(C)
ANY LOAN PARTY SHALL FAIL TO OBSERVE OR PERFORM ANY COVENANT OR
AGREEMENT CONTAINED IN ANY FINANCING DOCUMENT (OTHER THAN THOSE COVERED BY
CLAUSE (A) OR (B) ABOVE) FOR 20 DAYS AFTER WRITTEN NOTICE THEREOF HAS BEEN GIVEN
TO THE BORROWER BY THE AGENT AT THE REQUEST OF ANY BANK PARTY;
(D)
ANY REPRESENTATION, WARRANTY, CERTIFICATION OR STATEMENT MADE BY
ANY LOAN PARTY IN ANY FINANCING DOCUMENT OR IN ANY CERTIFICATE, FINANCIAL
STATEMENT OR OTHER DOCUMENT DELIVERED PURSUANT TO ANY FINANCING DOCUMENT SHALL
PROVE TO HAVE BEEN INCORRECT IN ANY MATERIAL RESPECT WHEN MADE (OR DEEMED MADE);
(E)
THE BORROWER SHALL FAIL TO MAKE ANY PAYMENT IN RESPECT OF ANY
MATERIAL DEBT OR MATERIAL HEDGE AGREEMENT WHEN DUE OR WITHIN ANY APPLICABLE
GRACE PERIOD;
(F)
ANY EVENT OR CONDITION SHALL OCCUR WHICH (I) RESULTS IN THE
ACCELERATION OF THE MATURITY OF ANY MATERIAL DEBT OF THE BORROWER OR THE EARLY
TERMINATION OF A MATERIAL HEDGE AGREEMENT OF THE BORROWER BY THE BORROWER'S
COUNTERPARTY OR THE ACCELERATION OF ANY MATERIAL DEBT OR THE EARLY TERMINATION
BY THE COUNTERPARTY OF SUCH SUBSIDIARY OR SUBSIDIARIES OF ANY MATERIAL HEDGE
AGREEMENT OF ANY (X) SUBSIDIARY OF THE BORROWER THAT CONTRIBUTED 15% OR MORE TO
PARENT OPERATING