AND
SUCH REVOCATION OR TERMINATION AND NON-REPLACEMENT COULD REASONABLY BE EXPECTED
TO HAVE A MATERIAL ADVERSE EFFECT;
10.18.
SEIZURES.
ANY MATERIAL PORTION OF THE COLLATERAL SHALL
BE SEIZED OR TAKEN BY A GOVERNMENTAL BODY, OR ANY BORROWER OR ANY GUARANTOR OR
THE TITLE AND RIGHTS OF ANY BORROWER, ANY GUARANTOR WHICH IS THE OWNER OF ANY
MATERIAL PORTION OF THE COLLATERAL SHALL HAVE BECOME THE SUBJECT MATTER OF
CLAIM, LITIGATION, SUIT OR OTHER PROCEEDING WHICH COULD REASONABLY BE EXPECTED
TO RESULT IN IMPAIRMENT OR LOSS OF THE SECURITY PROVIDED BY THIS AGREEMENT OR
THE OTHER DOCUMENTS;
10.19.
OPERATIONS.
OTHER THAN VOLUNTARY SHUT DOWNS IN THE
EXERCISE OF THE BUSINESS JUDGMENT OF ANY BORROWER, THE OPERATIONS OF ANY
BORROWER'S OR ANY GUARANTOR'S MANUFACTURING FACILITIES ARE INTERRUPTED AT ANY
TIME FOR MORE THAN FIVE (5) CONSECUTIVE DAYS, UNLESS SUCH BORROWER OR GUARANTOR
SHALL (I) BE ENTITLED TO RECEIVE FOR SUCH PERIOD OF INTERRUPTION, PROCEEDS OF
BUSINESS INTERRUPTION INSURANCE SUFFICIENT TO ASSURE THAT ITS PER DIEM CASH
NEEDS DURING SUCH PERIOD IS AT LEAST EQUAL TO ITS AVERAGE PER DIEM CASH NEEDS
FOR THE CONSECUTIVE THREE MONTH PERIOD IMMEDIATELY PRECEDING THE INITIAL DATE OF
INTERRUPTION AND (II) RECEIVE SUCH PROCEEDS IN THE AMOUNT DESCRIBED IN CLAUSE
(I) PRECEDING NOT LATER THAN THIRTY (30) DAYS FOLLOWING THE INITIAL DATE OF ANY
SUCH INTERRUPTION; PROVIDED, HOWEVER, THAT NOTWITHSTANDING THE PROVISIONS OF
CLAUSES (I) AND (II) OF THIS SECTION, AN EVENT OF DEFAULT SHALL BE DEEMED TO
HAVE OCCURRED IF SUCH BORROWER OR GUARANTOR SHALL BE RECEIVING THE PROCEEDS OF
BUSINESS INTERRUPTION INSURANCE FOR A PERIOD OF THIRTY (30) CONSECUTIVE DAYS; OR
10.20.
PENSION PLANS.
AN EVENT OR CONDITION SPECIFIED IN
SECTIONS 7.16 OR 9.15 HEREOF SHALL OCCUR OR EXIST WITH RESPECT TO ANY PLAN AND,
AS A RESULT OF SUCH EVENT OR CONDITION, TOGETHER WITH ALL OTHER SUCH EVENTS OR
CONDITIONS, ANY BORROWER OR ANY MEMBER OF THE CONTROLLED GROUP SHALL INCUR, OR
IN THE OPINION OF AGENT BE REASONABLY LIKELY TO INCUR, A LIABILITY TO A PLAN OR
THE PBGC (OR BOTH) WHICH COULD REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE
EFFECT.
XI.
LENDERS' RIGHTS AND REMEDIES AFTER DEFAULT.
11.1.
RIGHTS AND REMEDIES.
(A)
UPON THE OCCURRENCE OF: (I) AN EVENT OF
DEFAULT PURSUANT TO SECTION 10.7 ALL OBLIGATIONS SHALL BE IMMEDIATELY DUE AND
PAYABLE AND THIS AGREEMENT AND THE OBLIGATION OF LENDERS TO MAKE ADVANCES SHALL
BE DEEMED TERMINATED; AND, AND (II) ANY OF THE OTHER EVENTS OF DEFAULT AND AT
ANY TIME DURING THE CONTINUATION THEREOF, AT THE OPTION OF REQUIRED LENDERS ALL
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OBLIGATIONS SHALL BE IMMEDIATELY DUE AND PAYABLE AND LENDERS SHALL HAVE THE
RIGHT TO TERMINATE THIS AGREEMENT AND TO TERMINATE THE OBLIGATION OF LENDERS TO
MAKE ADVANCES. UPON THE OCCURRENCE AND DURING THE CONTINUATION OF ANY EVENT OF
DEFAULT, AGENT SHALL HAVE THE RIGHT TO EXERCISE ANY AND ALL RIGHTS AND REMEDIES
PROVIDED FOR HEREIN, UNDER THE OTHER DOCUMENTS, UNDER THE UNIFORM COMMERCIAL
CODE AND AT LAW OR EQUITY GENERALLY, INCLUDING THE RIGHT TO FORECLOSE THE