Enumeration of Events of Default. Any of the following events shall constitute an Event of Default: (a) default shall be made in the payment when due of any installment of principal or interest under this Agreement or the Notes or in the payment when due of any fee or other sum payable under any Loan Document; (b) default shall be made by the Borrower or any of the Guarantors in the due observance or performance of any of its obligations, covenants or agreements under the Loan Documents, and, as to compliance with the obligations, covenants or agreements under Article V (other than Section 5.14), such default shall continue for 30 days after the earlier of notice thereof by the Agent or knowledge thereof by the Borrower or the relevant Guarantors, as the case may be; (c) any representation or warranty made by or on behalf of the Borrower or any of the Guarantors in any of the Loan Documents proves to have been untrue in any material respect or any representation, statement (including Financial Statements), certificate or data furnished or made to the Agent or any Lender in connection herewith proves to have been untrue in any material respect as of the date the facts therein set forth were stated or certified; (d) default shall be made by the Borrower or any of the Guarantors (as principal or guarantor or other surety) in the payment or performance of any bond, debenture, note, or other Indebtedness in excess of $500,000 in the aggregate or under any credit agreement, loan agreement, indenture, promissory note or similar agreement or instrument executed in connection with any of the foregoing, and such default shall remain unremedied for in excess of the period of grace, if any, with respect thereto or there shall occur any event or condition in respect of any such Indebtedness which would allow the holders thereof to require such Indebtedness to be repaid, repurchased or redeemed; (e) the levy against any significant portion of the Property of the Borrower or any of the Guarantors of any execution, garnishment, attachment, sequestration or other writ or similar proceeding in an amount in excess of $1,000,000 which is not permanently dismissed or discharged within 60 days after the levy; (f) the Borrower or any of the Guarantors shall (i) apply for or consent to the appointment of a receiver, trustee, or liquidator of it or all or a substantial part of its assets, (ii) file a voluntary petition commencing an Insolvency Proceeding, (iii) make a general assignment for the benefit of creditors of all or substantially all of its assets, (iv) be unable, or admit in writing its inability, to pay its debts generally as they become due, or (v) file an answer admitting the material allegations of a petition filed against it in any Insolvency Proceeding; (g) an order, judgment or decree shall be entered against the Borrower or any of the Guarantors by any court of competent jurisdiction or by any other duly authorized authority, on the petition of a creditor or otherwise, granting relief in any Insolvency Proceeding or approving a petition seeking reorganization or an arrangement of its debts or appointing a receiver, trustee, conservator, custodian, or liquidator of it or all or any substantial part of its assets, and such order, judgment, or decree shall not be dismissed or stayed within 60 days; (h) a final and non-appealable order, judgment or decree shall be entered against the Borrower or any of the Guarantors for money damages and/or Indebtedness due in an amount in excess of $1,000,000, and such order, judgment or decree shall not be dismissed or stayed within 60 days or is not fully covered by insurance; (i) any charges are filed or any other action or proceeding is instituted by any Governmental Authority against the Borrower or any of the Guarantors under the Racketeering Influence and Corrupt Organizations Statute (18 U.S.C. §1961 etseq.), the result of which could be the forfeiture or transfer of any material Property of the Borrower or any of the Guarantors subject to a Lien in favor of the Agent without (i) satisfaction or provision for satisfaction of such Lien or (ii) such forfeiture or transfer of such Property being expressly made subject to such Lien; (j) the Borrower or any of the Guarantors shall have (i) concealed, removed or diverted, or permitted to be concealed, removed or diverted, any part of its Property, with intent to hinder, delay or defraud its creditors or any of them, (ii) made or suffered a transfer of any of its Property which is fraudulent under any bankruptcy, fraudulent conveyance, or similar law with intent to hinder, delay or defraud its creditors, (iii) made any transfer of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid with intent to hinder, delay or defraud its creditors, or (iv) shall have suffered or permitted, while insolvent, any creditor to obtain a Lien upon any of its Property through legal proceedings or distraint which is not vacated within 60 days from the date thereof; (k) any Security Document shall for any reason not, or cease to, create valid and perfected first priority Liens (subject only to Permitted Liens) against the Collateral purportedly covered thereby, except to the extent permitted by this Agreement or cured or corrected on or before the tenth day after notice thereof to the Borrower or the Borrower otherwise becoming aware thereof; (l) the Parent shall cease to be the sole shareholder of the Borrower or the Borrower or one of the Subsidiary Guarantors shall cease to be the sole shareholder or member or the sole general partner of any Subsidiary Guarantor; (m) the Borrower or any of the Guarantors contests in any manner the validity or enforceability of any provision of any Loan Document, or denies that it has any liability under any Loan Document; or (n) the Borrower or any of the Guarantors purports to revoke, terminate or rescind any Loan Document or any provision of any Loan Document.
Appears in 1 contract
Enumeration of Events of Default. Any of the following events shall constitute an Event of Default:
(a) default shall be made in the payment when due of any installment of principal or interest under this Agreement or the Notes Note or in the payment when due of any fee or other sum payable under any Loan DocumentDocument and such default shall continue for three (3) days after any such payment is due;
(bi) default shall be made by the any Borrower under any provision under Article VI of this Agreement or (ii) default shall be made by any of the Guarantors Borrower in the due observance or performance of any of its obligations, covenants or agreements respective obligations under the Loan Documents, and, as to compliance with the obligations, covenants or agreements under Article V (other than Section 5.14), and such default shall continue for 30 days after the earlier of notice thereof to any Borrower by the Agent Lender or knowledge thereof by the Borrower or the relevant Guarantors, as the case may beany Borrower;
(c) any representation or warranty made by or on behalf of the any Borrower or any of the Guarantors in any of the Loan Documents proves to have been untrue in any material respect or any representation, statement (including Financial Statements), certificate certificate, or data furnished or made to the Agent or any Lender in connection herewith proves to have been untrue in any material respect as of the date the facts therein set forth were stated or certified;
(d) default shall be made by the any Borrower or any of the Guarantors (as principal or guarantor or other surety) in the payment or performance of any bond, debenture, note, Commodity Hedge Agreement, Rate Management Transaction, or other Indebtedness in excess of $500,000 in the aggregate or under any credit agreement, loan agreement, indenture, promissory note note, or similar agreement or instrument executed in connection with any of the foregoing, and such default shall remain unremedied for in excess of the period of grace, if any, with respect thereto or there shall occur any event or condition in respect of any such Indebtedness which would allow the holders thereof to require such Indebtedness to be repaid, repurchased or redeemedthereto;
(e) the levy against any significant portion of the Property of the Borrower or any of the Guarantors of any execution, garnishment, attachment, sequestration or other writ or similar proceeding in an amount in excess of $1,000,000 which is not permanently dismissed or discharged within 60 days after the levy;
(f) the Borrower or any of the Guarantors shall (i) apply for or consent to the appointment of a receiver, trustee, or liquidator of it or all or a substantial part of its assets, (ii) file a voluntary petition commencing an Insolvency Proceeding, (iii) make a general assignment for the benefit of creditors of all or substantially all of its assetscreditors, (iv) be unable, or admit in writing its inability, to pay its debts generally as they become due, or (v) file an answer admitting the material allegations of a petition filed against it in any Insolvency Proceeding;
(gf) an order, judgment judgment, or decree shall be entered against the any Borrower or any of the Guarantors by any court of competent jurisdiction or by any other duly authorized authority, on the petition of a creditor or otherwise, granting relief in any Insolvency Proceeding or approving a petition seeking reorganization or an arrangement of its debts or appointing a receiver, trustee, conservator, custodian, or liquidator of it or all or any substantial part of its assets, and such order, judgment, or decree shall not be dismissed or stayed within 30 days;
(g) the levy against any significant portion of the Property of any Borrower, or any execution, garnishment, attachment, sequestration, or other writ or similar proceeding which is not permanently dismissed or discharged within 60 daysdays after the levy;
(h) a final and non-appealable order, judgment judgment, or decree shall be entered against the any Borrower or any of the Guarantors for money damages and/or Indebtedness due in an amount in excess of $1,000,000250,000, and such order, judgment judgment, or decree shall not be dismissed or stayed within 60 days or is not fully covered by insurancedays;
(i) any charges are filed or any other action or proceeding is instituted by any Governmental Authority against the Borrower or any of the Guarantors under the Racketeering Influence and Corrupt Organizations Statute (18 U.S.C. §1961 etseq.), the result of which could be the forfeiture or transfer of any material Property of the Borrower or any of the Guarantors subject to a Lien in favor of the Agent without (i) satisfaction or provision for satisfaction of such Lien or (ii) such forfeiture or transfer of such Property being expressly made subject to such Lien;
(j) the Borrower or any of the Guarantors shall have (i) concealed, removed removed, or diverted, or permitted to be concealed, removed removed, or diverted, any part material portion of its Property, with intent to hinder, delay delay, or defraud its creditors or any of them, (ii) made or suffered a transfer of any material portion of its Property which is maybe fraudulent under any bankruptcy, fraudulent conveyance, or similar law with intent to hinder, delay or defraud its creditorslaw, (iii) made any transfer of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid with intent to hinder, delay or defraud its creditorspaid, or (iv) shall have suffered or permitted, while insolvent, any creditor to obtain a Lien upon any of its Property through legal proceedings or distraint which is not vacated within 60 30 days from the date thereof;
(kj) any Security Document Instrument shall for any reason not, or cease to, create valid and perfected first first-priority Liens (subject only to Permitted Liens) Liens against the Collateral purportedly covered thereby, except thereby and such default shall continue for five (5) days after such default or any Borrower shall assert that any Security Instrument does not or discontinues to create valid Liens thereunder;
(k) the extent permitted by this Agreement or cured or corrected on or before occurrence of a Material Adverse Effect and the tenth day same shall remain unremedied for in excess of 30 days after notice thereof to the Borrower or the Borrower otherwise becoming aware thereof;given by Lender; or
(l) the Parent shall cease to be the sole shareholder occurrence of the Borrower or the Borrower or one a Change of the Subsidiary Guarantors shall cease to be the sole shareholder or member or the sole general partner of any Subsidiary Guarantor;
(m) the Borrower or any of the Guarantors contests in any manner the validity or enforceability of any provision of any Loan Document, or denies that it has any liability under any Loan Document; or
(n) the Borrower or any of the Guarantors purports to revoke, terminate or rescind any Loan Document or any provision of any Loan DocumentControl.
Appears in 1 contract
Enumeration of Events of Default. Any of the following events shall constitute an Event of Default:
(a) default shall be made in the payment when due of any installment of principal or interest under this Agreement or the Notes Note or in the payment when due of any fee or other sum payable under any Loan Document;Document and such default as to interest or fees only shall have continued for three business days and such default as to Fees or other amounts payable shall have continued for ten business days.
(b) default shall be made by the Borrower or any of the Guarantors Guarantor in the due observance or performance of any of its obligations, covenants or agreements their respective obligations under the Loan Documents, and, as to compliance with the obligations, covenants or agreements under Article V (other than Section 5.14), and such default shall continue for 30 days after the earlier of notice thereof to the Borrower by the Agent Lender or knowledge thereof by the Borrower or the relevant Guarantors, as the case may beBorrower;
(c) any representation or warranty made by or on behalf of the Borrower or any of the Guarantors Guarantor in any of the Loan Documents proves to have been untrue in any material respect or any representation, statement (including Financial Statements), certificate certificate, or data furnished or made to the Agent or any Lender in connection herewith proves to have been untrue in any material respect as of the date the facts therein set forth were stated or certified;
(d) default shall be made by the Borrower or any of the Guarantors Guarantor (as principal or guarantor Guarantor or other surety) in the payment or performance of any bond, debenture, note, Commodity Hedge Agreement, Rate Management Transaction, or other Indebtedness in excess of $500,000 in the aggregate or under any credit agreement, loan agreement, indenture, promissory note note, or similar agreement or instrument executed in connection with any of the foregoing, and such default shall remain unremedied for in excess of the period of grace, if any, with respect thereto or there shall occur any event or condition in respect of any such Indebtedness which would allow the holders thereof to require such Indebtedness to be repaid, repurchased or redeemedthereto;
(e) the levy against any significant portion of the Property of either the Borrower or any of the Guarantors of any execution, garnishment, attachment, sequestration or other writ or similar proceeding in an amount in excess of $1,000,000 which is not permanently dismissed or discharged within 60 days after the levy;
(f) the Borrower or any of the Guarantors Guarantor shall (i) apply for or consent to the appointment of a receiver, trustee, or liquidator of it or all or a substantial part of its assets, (ii) file a voluntary petition commencing an Insolvency Proceeding, (iii) make a general assignment for the benefit of creditors of all or substantially all of its assetscreditors, (iv) be unable, or admit in writing its inability, to pay its debts generally as they become due, or (v) file an answer admitting the material allegations of a petition filed against it in any Insolvency Proceeding;
(gf) an order, judgment judgment, or decree shall be entered against either the Borrower or any of the Guarantors Guarantor by any court of competent jurisdiction or by any other duly authorized authority, on the petition of a creditor or otherwise, granting relief in any Insolvency Proceeding or approving a petition seeking reorganization or an arrangement of its debts or appointing a receiver, trustee, conservator, custodian, or liquidator of it or all or any substantial part of its assets, and such order, judgment, or decree shall not be dismissed or stayed within 60 days;
(g) the levy against any significant portion of the Property of the Borrower or the Guarantor, or any execution, garnishment, attachment, sequestration, or other writ or similar proceeding which is not permanently dismissed or discharged within 90 days after the levy;
(h) a final and non-appealable order, judgment judgment, or decree shall be entered against the Borrower or any of the Guarantors Guarantor for money damages and/or Indebtedness due in an amount in excess of $1,000,000100,000, and such order, judgment judgment, or decree shall not be dismissed or stayed within 60 days or is not fully covered by insurancedays;
(i) any charges are filed or any other action or proceeding is instituted by any Governmental Authority against either the Borrower or any of the Guarantors under the Racketeering Influence and Corrupt Organizations Statute (18 U.S.C. §1961 etseq.), the result of which could be the forfeiture or transfer of any material Property of the Borrower or any of the Guarantors subject to a Lien in favor of the Agent without (i) satisfaction or provision for satisfaction of such Lien or (ii) such forfeiture or transfer of such Property being expressly made subject to such Lien;
(j) the Borrower or any of the Guarantors Guarantor shall have (i) concealed, removed removed, or diverted, or permitted to be concealed, removed removed, or diverted, any part material portion of its Property, with intent to hinder, delay delay, or defraud its creditors or any of them, (ii) made or suffered a transfer of any material portion of its Property which is may be fraudulent under any bankruptcy, fraudulent conveyance, or similar law with intent to hinder, delay or defraud its creditorslaw, (iii) made any transfer of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid with intent to hinder, delay or defraud its creditorspaid, or (iv) shall have suffered or permitted, while insolvent, any creditor to obtain a Lien upon any of its Property through legal proceedings or distraint which is not vacated within 60 30 days from the date thereof;
(kj) any Security Document Instrument shall for any reason not, or cease to, create valid and perfected first first-priority Liens (subject only to Permitted Liens) Liens against the Collateral purportedly covered thereby, except to the extent permitted thereby and failure by this Agreement or cured or corrected on or before the tenth day after notice thereof to the Borrower or the Borrower otherwise becoming aware thereof;
(l) the Parent shall cease to be the sole shareholder of the Borrower or the Borrower or one of the Subsidiary Guarantors shall cease to be the sole shareholder or member or the sole general partner of cure any Subsidiary Guarantor;
(m) the Borrower or any of the Guarantors contests in any manner the validity or enforceability of any provision of any Loan Document, or denies that it has any liability under any Loan Documentsuch defect within 30 days; or
(nk) the Borrower or any occurrence of a Material Adverse Effect and the Guarantors purports to revoke, terminate or rescind any Loan Document or any provision same shall remain unremedied for in excess of any Loan Document30 days after notice given by the Lender.
Appears in 1 contract
Enumeration of Events of Default. Any of the following events shall constitute an Event of Default:
(a) default shall be made in the payment when due of any installment of principal or interest under this Agreement or the Notes Note or in the payment when due of any fee or other sum payable under any Loan Document;Document and such default as to interest or fees only shall have continued for three business days and such default as to Fees or other amounts payable shall have continued for ten business days.
(b) default shall be made by the Borrower or any of the Guarantors in the due observance or performance of any of its obligations, covenants or agreements respective obligations under the Loan Documents, and, as to compliance with the obligations, covenants or agreements under Article V (other than Section 5.14), and such default shall continue for 30 days after the earlier of notice thereof to the Borrower by the Agent Lender or knowledge thereof by the Borrower or the relevant Guarantors, as the case may beBorrower;
(c) any representation or warranty made by or on behalf of the Borrower or any of the Guarantors in any of the Loan Documents proves to have been untrue in any material respect or any representation, statement (including Financial Statements), certificate certificate, or data furnished or made to the Agent or any Lender in connection herewith proves to have been untrue in any material respect as of the date the facts therein set forth were stated or certified;
(d) default shall be made by the Borrower or any of the Guarantors (as principal or guarantor or other surety) in the payment or performance aggregating $100,000.00 or more of any bond, debenture, note, Commodity Hedge Agreement, Rate Management Transaction, or other Indebtedness in excess of $500,000 in the aggregate or under any credit agreement, loan agreement, indenture, promissory note note, or similar agreement or instrument executed in connection with any of the foregoing, and such default shall remain unremedied for in excess of the period of grace, if any, with respect thereto or there shall occur any event or condition in respect of any such Indebtedness which would allow the holders thereof to require such Indebtedness to be repaid, repurchased or redeemedthereto;
(e) the levy against any significant portion of the Property of the Borrower or any of the Guarantors of any execution, garnishment, attachment, sequestration or other writ or similar proceeding in an amount in excess of $1,000,000 which is not permanently dismissed or discharged within 60 days after the levy;
(f) the Borrower or any of the Guarantors shall (i) apply for or consent to the appointment of a receiver, trustee, or liquidator of it or all or a substantial part of its assets, (ii) file a voluntary petition commencing an Insolvency Proceeding, (iii) make a general assignment for the benefit of creditors of all or substantially all of its assetscreditors, (iv) be unable, or admit in writing its inability, to pay its debts generally as they become due, or (v) file an answer admitting the material allegations of a petition filed against it in any Insolvency Proceeding;
(gf) an order, judgment judgment, or decree shall be entered against the Borrower or any of the Guarantors by any court of competent jurisdiction or by any other duly authorized authority, on the petition of a creditor or otherwise, granting relief in any Insolvency Proceeding or approving a petition seeking reorganization or an arrangement of its debts or appointing a receiver, trustee, conservator, custodian, or liquidator of it or all or any substantial part of its assets, and such order, judgment, or decree shall not be dismissed or stayed within 60 days;
(g) the levy against any significant portion of the Property of the Borrower, or any execution, garnishment, attachment, sequestration, or other writ or similar proceeding which is not permanently dismissed or discharged within 90 days after the levy;
(h) a final and non-appealable order, judgment judgment, or decree shall be entered against the Borrower or any of the Guarantors for money damages and/or Indebtedness due in an amount in excess of $1,000,000250,000, and such order, judgment judgment, or decree shall not be dismissed or stayed within 60 days or is not fully covered by insurancedays;
(i) any charges are filed or any other action or proceeding is instituted by any Governmental Authority against the Borrower or any of the Guarantors under the Racketeering Influence and Corrupt Organizations Statute (18 U.S.C. §1961 etseq.), the result of which could be the forfeiture or transfer of any material Property of the Borrower or any of the Guarantors subject to a Lien in favor of the Agent without (i) satisfaction or provision for satisfaction of such Lien or (ii) such forfeiture or transfer of such Property being expressly made subject to such Lien;
(j) the Borrower or any of the Guarantors shall have (i) concealed, removed removed, or diverted, or permitted to be concealed, removed removed, or diverted, any part material portion of its Property, with intent to hinder, delay delay, or defraud its creditors or any of them, (ii) made or suffered a transfer of any material portion of its Property which is may be fraudulent under any bankruptcy, fraudulent conveyance, or similar law with intent to hinder, delay or defraud its creditorslaw, (iii) made any transfer of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid with intent to hinder, delay or defraud its creditorspaid, or (iv) shall have suffered or permitted, while insolvent, any creditor to obtain a Lien upon any of its Property through legal proceedings or distraint which is not vacated within 60 30 days from the date thereof;
(kj) any Security Document Instrument shall for any reason not, or cease to, create valid and perfected first first-priority Liens (subject only to Permitted Liens) Liens against the Collateral purportedly covered thereby, except to the extent permitted thereby and failure by this Agreement or cured or corrected on or before the tenth day after notice thereof to the Borrower or the Borrower otherwise becoming aware thereof;
(l) the Parent shall cease to be the sole shareholder of the Borrower or the Borrower or one of the Subsidiary Guarantors shall cease to be the sole shareholder or member or the sole general partner of cure any Subsidiary Guarantor;
(m) the Borrower or any of the Guarantors contests in any manner the validity or enforceability of any provision of any Loan Document, or denies that it has any liability under any Loan Documentsuch defect within 30 days; or
(nk) the Borrower or any occurrence of a Material Adverse Effect and the Guarantors purports to revoke, terminate or rescind any Loan Document or any provision same shall remain unremedied for in excess of any Loan Document30 days after notice given by the Lender.
Appears in 1 contract
Enumeration of Events of Default. Any of the following events shall constitute an Event of Default:
(a) default shall be made in the payment when due of any installment of principal or interest under this Agreement or the Notes Note or in the payment when due of any fee or other sum payable under any Loan DocumentDocument and such default as to interest or fees only shall have continued for three business days and such default as to Fees or other amounts payable shall have continued for ten business days;
(b) default shall be made by the Borrower or any of the Guarantors Guarantor in the due observance or performance of any of its obligations, covenants or agreements their respective obligations under the Loan Documents, and, as to compliance with the obligations, covenants or agreements under Article V (other than Section 5.14), and such default shall continue for 30 days after the earlier of notice thereof to the Borrower by the Agent or knowledge thereof by the Borrower or the relevant Guarantors, as the case may beBorrower;
(c) any representation or warranty made by or on behalf of the Borrower or any of the Guarantors Guarantor in any of the Loan Documents proves to have been untrue in any material respect or any representation, statement (including Financial Statements), certificate certificate, or data furnished or made to the Agent or any Lender in connection herewith proves to have been untrue in any material respect as of the date the facts therein set forth were stated or certified;
(d) default shall be made by the Borrower or any of the Guarantors Guarantor (as principal or guarantor or other surety) in the payment or performance of any bond, debenture, note, or other Indebtedness in excess of $500,000 in the aggregate or under any credit agreement, loan agreement, indenture, promissory note note, or similar agreement or instrument executed in connection with any of the foregoing, in excess of $250,000 and such default shall remain unremedied for in excess of the period of grace, if any, with respect thereto or there shall occur any event or condition in respect of any such Indebtedness which would allow the holders thereof to require such Indebtedness to be repaid, repurchased or redeemedthereto;
(e) the levy against Borrower shall be unable to satisfy any significant portion condition or cure any circumstance specified in Article , the satisfaction or curing of which is precedent to the Property right of the Borrower to obtain a Loan or any the issuance of the Guarantors a Letter of any execution, garnishment, attachment, sequestration or other writ or similar proceeding in an amount Credit and such inability shall continue for a period in excess of $1,000,000 which is not permanently dismissed or discharged within 60 days after the levy30 days;
(f) either the Borrower or any of the Guarantors Guarantor shall (i) apply for or consent to the appointment of a receiver, trustee, or liquidator of it or all or a substantial part of its assets, (ii) file a voluntary petition commencing an Insolvency Proceeding, (iii) make a general assignment for the benefit of creditors of all or substantially all of its assetscreditors, (iv) be unable, or admit in writing its inability, to pay its debts generally as they become due, or (v) file an answer admitting the material allegations of a petition filed against it in any Insolvency Proceeding;
(g) an order, judgment judgment, or decree shall be entered against either the Borrower or any of the Guarantors Guarantor by any court of competent jurisdiction or by any other duly authorized authority, on the petition of a creditor or otherwise, granting relief in any Insolvency Proceeding or approving a petition seeking reorganization or an arrangement of its debts or appointing a receiver, trustee, conservator, custodian, or liquidator of it or all or any substantial part of its assets, and such order, judgment, or decree shall not be dismissed or stayed within 60 days;
(h) the levy against any significant portion of the Property of the Borrower or the Guarantor, or any execution, garnishment, attachment, sequestration, or other writ or similar proceeding which is not permanently dismissed or discharged within 60 days after the levy;
(i) a final and non-appealable order, judgment judgment, or decree shall be entered against the Borrower or any of the Guarantors Guarantor for money damages and/or Indebtedness due in an amount in excess of $1,000,000500,000, and such order, judgment judgment, or decree shall not be dismissed or stayed within 60 days or is not fully covered by insurancedays;
(ij) any charges are filed or any other action or proceeding is instituted by any Governmental Authority against either the Borrower or any of the Guarantors Guarantor under the Racketeering Influence and Corrupt Organizations Statute (18 U.S.C. §1961 etseq(S)1961 et seq.), the result of which could be the forfeiture or transfer of any material Property of the Borrower or any of the Guarantors Guarantor subject to a Lien in favor of the Agent Agent, without (i) satisfaction or provision for satisfaction of such Lien Lien, or (ii) such forfeiture or transfer of such Property being expressly made subject to such Lien;
(jk) either the Borrower or any of the Guarantors Guarantor shall have (i) concealed, removed removed, or diverted, or permitted to be concealed, removed removed, or diverted, any part of its Property, with intent to hinder, delay delay, or defraud its creditors or any of them, (ii) made or suffered a transfer of any of its Property which is may be fraudulent under any bankruptcy, fraudulent conveyance, or similar law with intent to hinder, delay or defraud its creditorslaw, (iii) made any transfer of its Property to or for the benefit of a creditor at a time when other creditors similarly situated have not been paid with intent to hinder, delay or defraud its creditorspaid, or (iv) shall have suffered or permitted, while insolvent, any creditor to obtain a Lien upon any of its Property through legal proceedings or distraint which is not vacated within 60 30 days from the date thereofsuch Lien is imposed;
(kl) any Security Document Instrument shall for any reason not, or cease to, create valid and perfected first first-priority Liens (subject only to the Permitted Liens) against the Collateral purportedly covered thereby, except to the extent permitted by this Agreement or cured or corrected on or before the tenth day after notice thereof to the Borrower or the Borrower otherwise becoming aware thereof;
(l) the Parent shall cease to be the sole shareholder of the Borrower or the Borrower or one of the Subsidiary Guarantors shall cease to be the sole shareholder or member or the sole general partner of any Subsidiary Guarantor;
(m) any Person shall engage in any "prohibited transaction" (as defined in Section 406 of ERISA or Section 4975 of the Borrower Code) involving any Plan; any "accumulated funding deficiency" (as defined in Section 302 of ERISA), whether or not waived, shall exist with respect to any Plan for which an excise tax is due or would be due in the absence of a waiver; a Reportable Event shall occur with respect to, or proceedings shall commence to have a trustee appointed, or a trustee shall be appointed, to administer or to terminate, any Single Employer Plan, which Reportable Event or commencement of proceedings or appointment of a trustee is, in the reasonable opinion of the Lender, likely to result in the termination of such Plan for purposes of Title IV of ERISA; any Single Employer Plan shall terminate for purposes of Title IV of ERISA; the Borrower, the Guarantor or any Commonly Controlled Entity shall incur, or in the reasonable opinion of the Guarantors contests Lender, be likely to incur any liability in any manner the validity or enforceability of any provision of any Loan Documentconnection with a withdrawal from, or denies that it has the Insolvency or Reorganization of, a Multiemployer Plan; or any liability other event or condition shall occur or exist with respect to a Plan and the result of such events or conditions referred to in this Section 71 could subject the Borrower, the Guarantor or any Commonly Controlled Entity to any tax (other than an excise tax under Section 4980 of the Code), penalty or other liabilities which taken in the aggregate would have a Material Adverse Effect and any Loan Document; orsuch circumstance shall exist for in excess of 30 days.
(n) the Borrower or any occurrence of a Material Adverse Effect and the Guarantors purports to revoke, terminate or rescind any Loan Document or any provision same shall remain unremedied for in excess of any Loan Document30 days after notice given by the Agent.
Appears in 1 contract