assignment thereof.
8.15.
Limitation on Lines of Business.
Enter into any
business, either directly or through any Subsidiary, except for the nutritional
supplements and healthfood businesses and business reasonably related thereto.
8.16.
Hedging Agreements.
Enter into any Hedging
Agreement, except (a) Hedging Agreements entered into to hedge or mitigate risks
to which the Borrower or any Subsidiary has actual exposure (other than those in
respect of Capital Stock of the Borrower or any of its Subsidiaries) and
(b) Hedging Agreements entered into in order to effectively cap, collar or
exchange interest rates (from fixed to floating rates, from one floating rate to
another floating rate or otherwise) with respect to any interest-bearing
liability or investment of the Borrower or any Subsidiary.
SECTION 9.
EVENTS OF DEFAULT
Upon the occurrence of any of the following events:
(A)
THE BORROWER SHALL FAIL TO PAY (I) ANY
PRINCIPAL OF ANY LOANS OR ANY REIMBURSEMENT OBLIGATIONS WHEN DUE (WHETHER AT THE
STATED MATURITY, BY ACCELERATION OR OTHERWISE) IN ACCORDANCE WITH THE TERMS
THEREOF OR HEREOF OR (II) ANY INTEREST ON ANY LOANS, OR ANY FEE OR OTHER AMOUNT
PAYABLE HEREUNDER, WITHIN FIVE DAYS AFTER ANY SUCH INTEREST, FEE OR OTHER AMOUNT
BECOMES DUE IN ACCORDANCE WITH THE TERMS HEREOF; OR
(B)
ANY REPRESENTATION OR WARRANTY MADE OR
DEEMED MADE BY THE BORROWER OR ANY OTHER LOAN PARTY HEREIN OR IN ANY OTHER LOAN
DOCUMENT OR WHICH IS CONTAINED IN ANY CERTIFICATE, DOCUMENT OR FINANCIAL OR
OTHER STATEMENT FURNISHED AT ANY TIME UNDER OR IN CONNECTION WITH THIS AGREEMENT
OR ANY OTHER LOAN DOCUMENT SHALL PROVE TO HAVE BEEN INCORRECT IN ANY MATERIAL
RESPECT ON OR AS OF THE DATE MADE OR DEEMED MADE OR FURNISHED; OR
(C)
THE BORROWER OR ANY OTHER LOAN PARTY SHALL
DEFAULT IN THE OBSERVANCE OR PERFORMANCE OF ANY COVENANT CONTAINED IN SECTION 8
HEREOF OR IN ANY NEGATIVE COVENANT CONTAINED IN ANY SECURITY DOCUMENT TO WHICH
IT IS A PARTY; OR
71
(D)
THE BORROWER OR ANY OTHER LOAN PARTY SHALL
DEFAULT IN THE OBSERVANCE OR PERFORMANCE OF ANY OTHER AGREEMENT CONTAINED IN
THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT OTHER THAN AS PROVIDED IN (A) THROUGH
(C) ABOVE, AND SUCH DEFAULT SHALL CONTINUE UNREMEDIED FOR A PERIOD OF THE
GREATER OF (X) 30 DAYS, AND (Y) 60 DAYS (IF THE BORROWER OR SUCH LOAN PARTY IS
DILIGENTLY PURSUING A REMEDY OF SUCH DEFAULT) AFTER THE EARLIER TO OCCUR OF
(A) ACTUAL KNOWLEDGE OF SUCH DEFAULT BY A RESPONSIBLE OFFICER OF THE BORROWER
AND (B) NOTICE FROM THE ADMINISTRATIVE AGENT TO THE BORROWER; OR
(E)
ANY LOAN DOCUMENT SHALL CEASE, FOR ANY
REASON, TO BE IN FULL FORCE AND EFFECT, OR THE BORROWER OR ANY OTHER LOAN PARTY
SHALL SO ASSERT; OR ANY SECURITY INTEREST CREATED BY ANY OF THE SECURITY
DOCUMENTS IN A MATERIAL PORTION OF THE COLLATERAL (AS DEFINED IN THE GUARANTEE
AND COLLATERAL AGREEMENT) SHALL CEASE TO BE ENFORCEABLE AND OF THE SAME EFFECT
AND PRIORITY PURPORTED TO BE CREATED THEREBY AND, IN EACH CASE,