OF SUCH
JUDGMENT OR ORDER IS COVERED BY A VALID AND BINDING POLICY OF INSURANCE BETWEEN
THE DEFENDANT AND THE INSURER COVERING FULL PAYMENT THEREOF, AND (B) SUCH
INSURER HAS BEEN NOTIFIED, AND HAS NOT DISPUTED THE CLAIM FOR PAYMENT, OF THE
AMOUNT OF SUCH JUDGMENT OR ORDER;
(K)
AN ERISA EVENT SHALL HAVE OCCURRED THAT, IN THE OPINION OF
REQUIRED LENDERS, WHEN TAKEN TOGETHER WITH ALL OTHER ERISA EVENTS THAT HAVE
OCCURRED, COULD REASONABLY BE EXPECTED TO RESULT IN A MATERIAL ADVERSE EFFECT;
(L)
A CHANGE IN CONTROL SHALL HAVE OCCURRED;
(M)
EXCEPT IN CONNECTION WITH THE PHASE TWO TRANSACTIONS, BORROWER,
K-SEA OR ANY SUBSIDIARY GUARANTOR IS DISSOLVED OR OTHERWISE FAILS TO MAINTAIN
ITS EXISTENCE IN GOOD STANDING, OR THE USUAL BUSINESS OF BORROWER CEASES OR IS
SUSPENDED;
(N)
EXCEPT FOR SPECIFIC MATTERS DISCLOSED IN WRITING TO THE LENDERS
PRIOR TO THE EFFECTIVE DATE, ANY INDICTMENT OCCURRING AFTER THE EFFECTIVE DATE,
OF BORROWER UNDER ANY CRIMINAL STATUTE, INCLUDING OPA OR ANY SIMILAR
ENVIRONMENTAL LAW, OR COMMENCEMENT OF CRIMINAL PROCEEDINGS AGAINST BORROWER,
PURSUANT TO WHICH STATUTE OR PROCEEDING THE PENALTIES OR REMEDIES SOUGHT OR
AVAILABLE INCLUDE FORFEITURE OF ANY OF THE PROPERTY OF BORROWER AND SUCH
PROCEEDINGS SHALL CONTINUE FOR MORE THAN 30 DAYS.
FOR ISSUES RELATING TO OPA OR
SIMILAR ENVIRONMENTAL LAWS, THE LENDERS AGREE THAT AN EVENT OF DEFAULT SHALL NOT
BEE DEEMED TO HAVE OCCURRED PRIOR TO THE DATE ON WHICH BORROWER RECEIVES NOTICE
THEREOF FROM THE ADMINISTRATIVE AGENT;
(O)
A MORTGAGE EVENT OF DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING
UNDER AND AS DEFINED IN THE MORTGAGE;
(P)
RECEIPT BY THE LENDERS OF THEIR FIRST NOTICE OF AN OIL SPILL OR
DISCHARGE OR A HAZARDOUS DISCHARGE OR AN ENVIRONMENTAL ACTION, IN EACH CASE OF A
MATERIAL NATURE, FROM A SOURCE OTHER THAN BORROWER, WHERE THE LENDERS DO NOT
RECEIVE NOTICE (WHICH MAY BE GIVEN IN ORAL FORM, PROVIDED THAT SUCH ORAL NOTICE
IS FOLLOWED WITH ALL DUE DISPATCH BY WRITTEN NOTICE GIVEN BY CERTIFIED MAIL,
RETURN RECEIPT REQUESTED) OF SUCH HAZARDOUS DISCHARGE OR ENVIRONMENTAL COMPLAINT
FROM BORROW WITHIN TWO (2) BUSINESS DAYS OF THE TIME THE LENDERS FIRST RECEIVE
SAID NOTICE FROM A SOURCE OTHER THAN BORROWER, OR ACTION BY ANY FEDERAL, STATE,
OR LOCAL AGENCY TO FORECLOSE A LIEN UPON ANY OR ALL OF THE ASSETS, EQUIPMENT,
PROPERTY, LEASEHOLDS OR OTHER FACILITIES OF BORROWER (INCLUDING, BUT NOT LIMITED
TO, THE POOL VESSELS OR THE OTHER COLLATERAL) BY REASON OF THE OCCURRENCE OF A
HAZARDOUS DISCHARGE OR ENVIRONMENTAL COMPLAINT;
92
(Q)
A CHANGE OCCURS IN THE FINANCIAL CONDITION OF BORROWER OR K-SEA
WHICH IS LIKELY TO HAVE A MATERIAL ADVERSE EFFECT ON THE COLLATERAL OR
BORROWER'S ABILITY TO PERFORM ITS OBLIGATIONS HEREUNDER;
(R)
BREACH BY K-SEA OF THE PARENT GUARANTY;
(S)
BREACH BY ANY SUBSIDIARY OF BORROWER OF ITS SUBSIDIARY GUARANTY;
(T)
ANY MATERIAL PROVISION OF ANY LOAN DOCUMENT AFTER DELIVERY
THEREOF SHALL FOR ANY REASON CEASE TO BE VALID AND BINDING ON OR ENFORCEABLE
AGAINST ANY CREDIT PARTY WHICH IS PARTY TO IT, OR