Acceleration of Maturity Date; Rescission and Annulment Clause Samples

Acceleration of Maturity Date; Rescission and Annulment. If an Event of Default (other than an Event of Default specified in Section 6.1(e) or (f) relating to the Company or its Subsidiaries) occurs and is continuing, then, and in every such case, unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the Majority Holders, by a notice in writing to the Company and to the Disbursement Agent (and to the Trustee if given by Holders) (an "ACCELERATION NOTICE"), may declare all of the principal of the Notes determined as set forth below, including in each case accrued interest thereon, or, as appropriate, the Change of Control Purchase Price, to be due and payable immediately. If an Event of Default specified in Section 6.1(e) or (f) relating to the Company or its Subsidiaries occurs, all principal and accrued interest on the Notes shall be immediately due and payable on all outstanding Notes without any declaration or other act on the part of the Trustee or the Holders. At any time prior to such a declaration of acceleration being made, the Majority Holders, by written notice to the Company and the Trustee, may waive, on behalf of all Holders, any default or potential default if the Company has paid or deposited with the Trustee a sum sufficient to pay: (1) all accrued but unpaid interest on all Notes, (2) the principal of (and premium, if any, applicable to) any Notes and accrued but unpaid interest thereon at the rate borne by the Notes, (3) to the extent that payment of such interest is lawful, interest upon overdue interest at the rate borne by the Notes, and (4) all sums paid or advanced by the Trustee hereunder and the compensation, expenses, disbursements and advances of the Trustee, its agents and counsel.

Acceleration of Maturity Date; Rescission and Annulment. If an Event of Default (other than an Event of Default specified in Section 6.1(e) or Section 6.1(f) relating to the Company or any of its Subsidiaries) occurs and is continuing, then, and in every such case, unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the Holders of not less than 25% in aggregate principal amount of then outstanding Notes, by a notice in writing to the Company (and to the Trustee if given by Holders) (an "Acceleration Notice"), may declare all of the principal of the Notes, determined as set forth below, including in each case accrued interest thereon, to be due and payable immediately. If an Event of Default specified in Section 6.1(e) or (f) relating to the Company or any of its Subsidiaries

Acceleration of Maturity Date; Rescission and Annulment. If an Event of Default (other than an Event of Default specified in Section 6.1(9) or (10) relating to the Company or any of its Significant Subsidiaries) occurs and is continuing, then, and in every such case, unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the Holders of not less than 25% in aggregate principal amount of then outstanding Notes, by a notice in writing to the Company (and to the Trustee if given by Holders) (an "Acceleration Notice"), may declare all of the principal of the Notes, determined as set forth below, including in each case accrued interest thereon, to be due and payable immediately; PROVIDED that if any Designated Senior Debt is outstanding, upon a declaration of such acceleration, such principal and interest shall be due and payable upon the earlier of (x) the day that is five Business Days after the provision to the Company and the Agent under the Senior Bank Facility and the holders of other Designated Senior Debt or their representative (in each case at the address for notices then most recently provided to the Trustee by such holders or such representative) of written notice, unless such Event of Default is cured or waived prior to such date and (y) the date of acceleration of any Senior Debt under the Senior Bank Facility. In the event a declaration of acceleration resulting from an Event of Default described in Section 6.1(6) above has occurred and is continuing, such declaration of acceleration shall be automatically annulled if such default is cured or waived or the holders of the Indebtedness which is the subject of such default have rescinded their declaration of acceleration in respect of such Indebtedness within 45 days thereof and the Trustee has received written notice of such cure, waiver or rescission and no other Event of Default described in Section 6.1(6) above has occurred that has not been cured or waived, or as to which the declaration has not been rescinded, within 45 days of the declaration of such acceleration in respect of such Indebtedness. Notwithstanding the foregoing, if an Event of Default specified in Section 6.1(9) or (10) relating to the Company, any Subsidiary that would constitute a Significant Subsidiary (or any group of Subsidiaries that, taken together, would constitute a Significant Subsidiary) or Astor Holding II occurs, all principal and accrued interest thereon will be immediately due and payable on all outstanding Notes without...

Acceleration of Maturity Date; Rescission and Annulment. (a) If an Event of Default occurs and is continuing, other than an Event of Default specified in Section 6.1(5) or (6), then in every such case, unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the Holders of not less than twenty five percent (25%) in aggregate principal amount of the Notes then outstanding, by notice in writing to the Company (and to the Trustee if given by Holders) (an "Acceleration Notice"), may declare all principal and accrued interest and Liquidated Damages thereon to be due and payable immediately. If an Event of Default specified in Section 6.1(5) or (6) occurs, all principal and accrued interest thereon will be immediately due and payable on all outstanding Notes without any declaration or other act on the part of the Trustee or the Holders. (b) In the case of any Event of Default occurring by reason of any willful action (or inaction) taken (or not taken) by or on behalf of the Company with the intention of avoiding

Acceleration of Maturity Date; Rescission and Annulment. If an Event of Default (other than an Event of Default specified in Section 6.1(6) or (7) relating to the Company) occurs and is continuing, then, and in every such case, unless the principal of all of the Securities shall have already become due and payable, either the Trustee or the Holders of not

Acceleration of Maturity Date; Rescission and Annulment. If an Event of Default (other than an Event of Default specified in Section 501(5) or (6)) with respect to Securities of any series at the time Outstanding occurs and is continuing, then, and in every such case, the Trustee or the Holders of not less than 25% in aggregate principal amount of the Outstanding Securities of that series, by a notice in writing to the Company and the Guarantor (and to the Trustee if given by Holders) (an "Acceleration Notice"), may declare all of the principal of the Securities of that series, determined as set forth below, together with accrued interest thereon, to be due and payable immediately. If an Event of Default specified in Section 501(5) or (6) with respect to Securities of any series at the time Outstanding occurs, all principal of, and accrued interest on, the Securities of that series shall be imediately due and payable on all Outstanding Securities of that series without any declaration or other act on the part of the Trustee or the Holders. At any time after such a declaration of acceleration with respect to Securities of any series being made and before a judgment or decree for payment of the money due has been obtained by the Trustee as hereinafter in this Article Five provided, the Holders of a majority in aggregate principal amount of the Outstanding Securities, by written notice to the Company and the Trustee, may rescind and annul such declaration and its consequences if:

Acceleration of Maturity Date; Rescission and Annulment. If an Event of Default (other than an Event of Default specified in Subparagraph 14(a)(5) or (6) relating to the Company) occurs and is continuing, then, and in every such case, unless the principal of this Note shall have already become due and payable, the Holder, by a notice in writing to the Company (an "Acceleration Notice"), may declare all of the principal of this Note (or the Repurchase Price if the Event of Default includes failure to pay the Repurchase Price, determined as set forth below), including in each case accrued interest thereon, to be due and payable immediately. If an Event of Default specified in Subparagraph 14(a)(5) or (6) relating to the Company occurs, all principal and accrued interest thereon will be immediately due and payable on this Note without any declaration or other act on the part of the Holder. At any time after such a declaration of acceleration has been made and before a judgment or decree for payment of the money due has been obtained by the Holder as hereinafter provided, the Holder, by written notice to the Company, may rescind any such declaration of acceleration.

Acceleration of Maturity Date; Rescission and Annulment. If an Event of Default occurs and is continuing (other than an Event of Default specified in clauses (v) or (vi), above, relating to the Company or any Significant Subsidiary,) then in every such case, unless the principal of all of the Notes shall have already become due and payable, either the Trustee or the Holders of 25% in aggregate principal amount of the Notes then outstanding, by notice in writing to the Company (and to the Trustee if given by Holders) (an "Acceleration Notice"), may declare all principal determined as set forth below, and accrued interest thereon to be due and payable immediately; provided, however, that if any Senior Indebtedness is outstanding pursuant to the Credit Agreement, upon a declaration of such acceleration, such principal and interest shall be due and payable upon the

Acceleration of Maturity Date; Rescission and Annulment. If an Event of Default (other than an Event of Default specified in Section 6.1(c) or (d)) occurs and is continuing, then, and in every such case, unless the principal amount of this Note shall have already become due and payable, the Holder, by a notice in writing to Borrower (an “Acceleration Notice”), may declare the Outstanding Balance to be due and payable immediately. If an Event of Default specified in Section 6.1(c) or (d) occurs, the Outstanding Balance ipso facto shall become and be immediately due and payable without any declaration or other act on the part of the Holder.