LIABILITY IN RESPECT OF A
FORMER PLAN (OTHER THAN A STANDARD TERMINATION PURSUANT TO SECTION 4041(B) OF
ERISA), OR (VII) ANY OTHER EVENT OR CONDITION SHALL OCCUR OR EXIST WITH RESPECT
TO A PLAN; AND IN EACH CASE IN CLAUSES (I) THROUGH (VII) ABOVE, SUCH EVENT OR
CONDITION, TOGETHER WITH ALL OTHER SUCH EVENTS OR CONDITIONS, IF ANY, WOULD BE
REASONABLY EXPECTED TO RESULT IN LIABILITY WHICH WOULD HAVE A MATERIAL ADVERSE
EFFECT; OR
(L)
ONE OR MORE JUDGMENTS OR DECREES REQUIRED TO BE SATISFIED AS AN
ADMINISTRATIVE EXPENSE CLAIM SHALL BE ENTERED AFTER THE PETITION DATE AGAINST
ANY LOAN PARTY INVOLVING IN THE AGGREGATE A LIABILITY (NET OF ANY INSURANCE OR
INDEMNITY PAYMENTS ACTUALLY RECEIVED IN RESPECT THEREOF PRIOR TO OR WITHIN 60
DAYS FROM THE ENTRY THEREOF, OR TO BE RECEIVED IN RESPECT THEREOF IN THE EVENT
ANY APPEAL THEREOF SHALL BE UNSUCCESSFUL) OF $500,000 OR MORE, AND ALL SUCH
JUDGMENTS OR DECREES SHALL NOT HAVE BEEN VACATED, DISCHARGED, STAYED OR BONDED
PENDING APPEAL WITHIN 60 DAYS FROM THE ENTRY THEREOF; OR
(M)
EXCEPT AS PERMITTED UNDER THE INTERIM ORDER (OR THE FINAL ORDER, AS
APPLICABLE), ANY PROCEEDING SHALL BE COMMENCED BY ANY LOAN PARTY SEEKING, OR
OTHERWISE CONSENTING TO, (I) THE INVALIDATION, SUBORDINATION OR OTHER
CHALLENGING OF THE SUPERPRIORITY CLAIMS AND LIENS GRANTED TO SECURE THE
OBLIGATIONS OR (II) ANY RELIEF UNDER SECTION 506(C) OF THE BANKRUPTCY CODE WITH
RESPECT TO ANY COLLATERAL; OR
84
(N)
ANY LOAN PARTY FILES A PLAN OF REORGANIZATION THAT IS MATERIALLY
INCONSISTENT WITH THE REORGANIZATION PLAN IS FILED BY HOLDING OR THE BORROWER;
OR
(O)
ANY GUARANTEE SHALL CEASE FOR ANY REASON TO BE IN FULL FORCE AND
EFFECT (OTHER THAN PURSUANT TO THE TERMS HEREOF OR THEREOF) OR ANY GUARANTOR
SHALL SO ASSERT IN WRITING; OR
(P)
A CHANGE OF CONTROL (OTHER THAN AS PROVIDED FOR IN REORGANIZATION
PLAN) SHALL HAVE OCCURRED; OR
(Q)
ANY LOAN DOCUMENT (OTHER THAN THIS AGREEMENT) SHALL CEASE FOR ANY
REASON TO BE IN FULL FORCE AND EFFECT (OTHER THAN PURSUANT TO THE TERMS HEREOF
OR THEREOF) OR ANY LOAN PARTY SHALL SO ASSERT IN WRITING; OR
(R)
AN EARLY REDEMPTION EVENT, EARLY AMORTIZATION EVENT OR EVENT OF
DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING UNDER THE SECURITIZATION OR ANY
ALTERNATIVE FINANCING THE EFFECT OF WHICH IS TO CAUSE SUCH FINANCING TO AMORTIZE
PRIOR TO ITS SCHEDULED AMORTIZATION DATE,
(S)
HOLDING, THE BORROWER, OR ANY OF THE BORROWER'S SUBSIDIARIES SHALL
MAKE ANY PAYMENT IN RESPECT OF ANY AMOUNTS OUTSTANDING UNDER ANY RELOCATION SPV
FINANCINGS WITH SIRVA MORTGAGE INC., OR SHALL MAKE ANY ADVANCE TO SIRVA MORTGAGE
INC. FOR SUCH PURPOSE,
then, and in any such event, the Administrative Agent may, and, at the request
of the Required Lenders, the Administrative Agent shall, by notice to the
Borrower (with a copy to the Prepetition Credit Facility Agent, counsel for any
statutory committee appointed in the Cases and to the United States Trustee),
take one or more of the following actions, at the same or different