Common use of Cross-Acceleration Clause in Contracts

Cross-Acceleration. (a) Any Company fails to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise) of any Recourse Debt (other than Indebtedness hereunder or under any other Loan Document and Indebtedness under Swap Contracts) having an aggregate principal amount (including amounts owing to all creditors under any combined or syndicated credit arrangement) of more than $150,000,000 and the effect of which failure to make such payment is to cause such Recourse Debt to be demanded or to become due (or if such payment is not made on the maturity date of such Recourse Debt, to be due) or to be repurchased, prepaid, defeased or redeemed (automatically or otherwise), or an offer to repurchase, prepay, defease or redeem such Recourse Debt to be made, prior to its stated maturity, or such Recourse Debt to become payable or cash collateral in respect thereof to be demanded; or (b) Any Company fails to observe or perform any other agreement or condition relating to or in respect of any Recourse Debt or contained in any instrument or agreement evidencing, securing or relating to the same, or any other event (excluding voluntary actions by any applicable Company) occurs, the effect of which default or other event is to cause Recourse Debt having an aggregate principal amount (including amounts owing to all creditors under any combined or syndicated credit arrangement) of more than $150,000,000, to be demanded or to become due or to be repurchased, prepaid, defeased or redeemed (automatically or otherwise), or an offer to repurchase, prepay, defease or redeem such Recourse Debt to be made, prior to its stated maturity, or such Recourse Debt to become payable or cash collateral in respect thereof to be demanded; or (c) There occurs under any Swap Contract that constitutes Recourse Debt an Early Termination Date (as defined in such Swap Contract) resulting from (i) any event of default under such Swap Contract as to which any Company is the Defaulting Party (as defined in such Swap Contract) or (ii) any Termination Event (as so defined) under such Swap Contract as to which any Company is an Affected Party (as so defined) and, in either event, the Swap Termination Value owed by such Company as a result thereof is greater than $150,000,000 and such amount is not paid when due.

Cross-Acceleration. (ai) Any The Company or any Material Subsidiary (A) fails to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise) in respect of any Recourse Debt Indebtedness or Contingent Obligation (other than Indebtedness hereunder or under any other Loan Document and Indebtedness under in respect of Swap Contracts) ), having an aggregate principal amount (including undrawn committed or available amounts and including amounts owing to all creditors under any combined or syndicated credit arrangement) of more than $150,000,000 and the effect of which failure to make such payment is to cause such Recourse Debt to be demanded or to become 10,000,000 when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise) and such failure continues after the applicable grace or notice period, if such payment is not made any, specified in the relevant document on the maturity date of such Recourse Debt, to be due) or to be repurchased, prepaid, defeased or redeemed (automatically or otherwise)failure, or an offer to repurchase, prepay, defease or redeem such Recourse Debt to be made, prior to its stated maturity, or such Recourse Debt to become payable or cash collateral in respect thereof to be demanded; or (bB) Any Company fails to perform or observe or perform any other agreement condition or condition relating to or in respect of any Recourse Debt or contained in any instrument or agreement evidencing, securing or relating to the samecovenant, or any other event (excluding voluntary actions by shall occur or condition exist, under any agreement or instrument relating to any such Indebtedness or Contingent Obligation, and such failure continues after the applicable Company) occursgrace or notice period, if any, specified in the relevant document on the date of such failure, if the effect of which default such failure, event or other event condition under the preceding clauses (A) or (B) is to cause Recourse Debt having an aggregate principal amount (including amounts owing to all creditors under any combined or syndicated credit arrangement) of more than $150,000,000, such Indebtedness to be demanded declared or to become due or to be repurchased, prepaid, defeased or redeemed (automatically or otherwise), or an offer to repurchase, prepay, defease or redeem such Recourse Debt Indebtedness to be required to be made, prior to its stated maturity, or such Recourse Debt Contingent Obligation to become payable or cash collateral in respect thereof to be demanded; or or (cii) There there occurs under any Swap Contract that constitutes Recourse Debt an Early Termination Date (as defined in such Swap Contract) resulting from (i1) any event of default under such Swap Contract as to which the Company or any Company Subsidiary is the Defaulting Party (as defined in such Swap Contract) or (ii2) any Termination Event (as so defined) under defined in such Swap Contract Contract) as to which the Company or any Company Subsidiary is an Affected Party (as so defined) defined in such Swap Contract), and, in either event, the Swap Termination Value owed by the Company or such Company Subsidiary as a result thereof is greater than $150,000,000 and such amount is not paid when due.10,000,000; or

Cross-Acceleration. (ai) Any Company The Borrower or any Subsidiary fails to make observe or perform any payment when due agreement or condition relating to any Indebtedness or Guarantee (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise) of any Recourse Debt (other than excluding Indebtedness hereunder or under any other Loan Document and Indebtedness under Swap Contracts) having an aggregate principal amount (including undrawn committed or available amounts and including amounts owing to all creditors under any combined or syndicated credit arrangement) of more than $150,000,000 and the effect of which failure to make such payment is to cause such Recourse Debt to be demanded or to become due (or if such payment is not made on the maturity date of such Recourse Debt, to be due) or to be repurchased, prepaid, defeased or redeemed (automatically or otherwise), or an offer to repurchase, prepay, defease or redeem such Recourse Debt to be made, prior to its stated maturity, or such Recourse Debt to become payable or cash collateral in respect thereof to be demanded; or (b) Any Company fails to observe or perform any other agreement or condition relating to or in respect of any Recourse Debt or contained in any instrument or agreement evidencing, securing or relating to the sameThreshold Amount, or any other event (excluding voluntary actions by occurs, in each case after any applicable Company) occursgrace, cure or notice period, the effect of which default or other event is to cause Recourse Debt having an aggregate principal amount cause, or to permit the holder or holders of such Indebtedness or the beneficiary or beneficiaries of such Guarantee (including amounts owing or a trustee or agent on behalf of such holder or holders or beneficiary or beneficiaries) to all creditors under any combined or syndicated credit arrangement) cause, with the giving of more than $150,000,000notice if required, such Indebtedness to be demanded or to become due or to be repurchased, prepaid, defeased or redeemed (automatically or otherwise), or an offer to repurchase, prepay, defease or redeem such Recourse Debt Indebtedness to be made, prior to its stated maturity, or such Recourse Debt Guarantee to become payable or cash collateral in respect thereof to be demanded (provided that no Event of Default shall occur under this clause (i) prior to such time that such Indebtedness or such Guarantee is so demanded or becomes due or is required to be repurchased, prepaid, defeased or redeemed, or an offer to repurchase, prepay, defease or redeem such Indebtedness is required to be made, or such Guarantee becomes payable or such cash collateral is demanded); or or (cii) There there occurs under any Swap Contract that constitutes Recourse Debt an “Early Termination Date Date” (as defined defined, or as such comparable term may be used and defined, in such Swap Contract) resulting from (iA) any event of default under such Swap Contract as to which the Borrower or any Company Subsidiary is the “Defaulting Party Party” (as defined defined, or as such comparable term may be used and defined, in such Swap Contract) or (iiB) any Termination Event (as so defined) under such Swap Contract as to which any Company is an Affected Party (as so defined) and, in either event, the Swap Termination Value owed by such Company as a result thereof is greater than $150,000,000 and such amount is not paid when due.any

Cross-Acceleration. (ai) Any The Company or any Material Subsidiary (A) fails to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise) in respect of any Recourse Debt Indebtedness or Contingent Obligation (other than Indebtedness hereunder or under any other Loan Document and Indebtedness under in respect of Swap Contracts), (1) having an aggregate principal amount (including undrawn committed or available amounts and including amounts owing to all creditors under any combined or syndicated credit arrangement) of more than $150,000,000 and 10,000,000 or (2) arising under the effect of which failure to make such payment is to cause such Recourse Debt to be demanded or to become Revolving Credit Agreement in either case when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise) and such failure continues after the applicable grace or notice period, if such payment is not made any, specified in the relevant document on the maturity date of such Recourse Debtfailure, or (B) fails to be dueperform or observe any other condition or covenant, or any other event shall occur or condition exist, under (1) any agreement or instrument relating to any such Indebtedness or Contingent Obligation or (2) the Revolving Credit Agreement, and, in either case, such failure continues after the applicable grace or notice period, if any, specified in the relevant document on the date of such failure, and as a result of such failure, event or condition under the preceding clauses (A) or (B) such Indebtedness has been declared or become due or has been required to be repurchased, prepaid, defeased or redeemed (automatically or otherwise), or an offer to repurchase, prepay, defease or redeem such Recourse Debt Indebtedness to be required to be made, prior to its stated maturity, or such Recourse Debt Contingent Obligation to become payable or cash collateral in respect thereof to be demanded; or or (bii) Any Company fails to observe or perform any other agreement or condition relating to or in respect of any Recourse Debt or contained in any instrument or agreement evidencing, securing or relating to the same, or any other event (excluding voluntary actions by any applicable Company) occurs, the effect of which default or other event is to cause Recourse Debt having an aggregate principal amount (including amounts owing to all creditors under any combined or syndicated credit arrangement) of more than $150,000,000, to be demanded or to become due or to be repurchased, prepaid, defeased or redeemed (automatically or otherwise), or an offer to repurchase, prepay, defease or redeem such Recourse Debt to be made, prior to its stated maturity, or such Recourse Debt to become payable or cash collateral in respect thereof to be demanded; or (c) There there occurs under any Swap Contract that constitutes Recourse Debt an Early Termination Date (as defined in such Swap Contract) resulting from (i1) any event of default under such Swap Contract as to which the Company or any Company Subsidiary is the Defaulting Party (as defined in such Swap Contract) or (ii2) any Termination Event (as so defined) under defined in such Swap Contract Contract) as to which the Company or any Company Subsidiary is an Affected Party (as so defined) defined in such Swap Contract), and, in either event, the Swap Termination Value owed by the Company or such Company Subsidiary as a result thereof is greater than $150,000,000 and such amount is not paid when due.10,000,000; or