Common use of Bankruptcy, Insolvency, etc Clause in Contracts

Bankruptcy, Insolvency, etc. The Company or any Significant Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; or the Company or any Significant Subsidiary applies for, consents to, or acquiesces in the appointment of a trustee, liquidator, examiner, receiver or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company or any Significant Subsidiary or for a substantial part of the property of any thereof and is not discharged within 60 days; or any warrant of attachment or similar legal process is issued against any substantial part of the property of the Company or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, any of the foregoing.

Bankruptcy, Insolvency, etc. (i) The Company Borrower or any Significant Material Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any such Person any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future Law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any such Person any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause (ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. (i) The Company Borrower or any Significant Material Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any such Person any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company or any Significant Subsidiary it or for a substantial part of the property of any thereof and is not discharged within 60 days; all or any warrant of attachment or similar legal process is issued against any substantial part of its assets, in each case which (1) results in the property entry of the Company an order for relief or any such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 90 days; or (iii) there shall be commenced against any such Person any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its Significant Subsidiaries assets which is results in the entry of an order for any such relief which shall not released have been vacated, discharged, or stayed or bonded pending appeal within 60 90 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoing.acts set forth in clause (ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons; or

Bankruptcy, Insolvency, etc. The Company (i) Parent or any Significant Subsidiary the Borrower becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any of such Persons any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any of such Persons any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. The Company Group, the U.S. Borrower or any Significant Subsidiary becomes insolvent of their Material Subsidiaries (which term or any group of Subsidiaries which, in the aggregate, would constitute a Material Subsidiary) shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to paynot pay its debts as such debts become due, or admits shall admit in writing its inability or refusal to pay, pay its debts as they become due; or the Company or any Significant Subsidiary applies for, consents togenerally, or acquiesces in the appointment of a trustee, liquidator, examiner, receiver or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes shall make a general assignment for the benefit of creditors; oror any proceeding shall be instituted by or against any of Group, the U.S. Borrower or any of their Subsidiaries (or any group of Subsidiaries which, in the absence aggregate, would constitute a Material Subsidiary) seeking to adjudicate it a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of such applicationit or its debts under any law relating to bankruptcy, consent insolvency or acquiescencereorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, liquidator, examiner, receiver custodian or other custodian is appointed similar official for the Company or any Significant Subsidiary it or for a substantial part of the property of any thereof and is not discharged within 60 days; or any warrant of attachment or similar legal process is issued against any substantial part of its property and, in the property case of any such proceeding instituted against it (but not instituted by it), either such proceeding shall remain undismissed or unstayed for a period of 30 days, or any of the Company actions sought in such proceeding (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or for any substantial part of its property) shall occur; or such Obligor or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes shall take any corporate action to authorize, or in furtherance of, authorize any of the foregoingactions set forth above in this Section 9.1.6.

Bankruptcy, Insolvency, etc. (i) The Company Borrower or any Significant Insurance Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to paypay (subject to applicable grace periods), or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or against the Company Borrower or any Significant Insurance Subsidiary applies forany case, consents toproceeding or other action (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitation, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any of such Person any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. (i) The Company Parent or any Significant Subsidiary the Borrower becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any of such Persons any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any of such Persons any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. (i) The Company Borrower or any Significant Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any such Person any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company or any Significant Subsidiary it or for a substantial part of the property of any thereof and is not discharged within 60 days; all or any warrant of attachment or similar legal process is issued against any substantial part of its assets, in each case which (1) results in the property entry of the Company an order for relief or any such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; (iii) there shall be commenced against any such Person any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distrait or similar process against all or any substantial part of its Significant Subsidiaries assets which is results in the entry of an order for any such relief which shall not released have been vacated, discharged, or stayed or bonded pending appeal within 60 days from the entry thereof; (iv) any of service; or such Persons shall take any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoing.acts set forth in clause (ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons; or

Bankruptcy, Insolvency, etc. The Company Borrower or any Significant Subsidiary becomes or any Guarantor shall become insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails fail to pay, or admits admit in writing its inability or refusal to pay, debts as they become due; or the Company Borrower or any Significant Subsidiary applies or any Guarantor shall apply for, consents consent to, or acquiesces in acquiesce in, the appointment of a trustee, liquidatorreceiver, examiner, receiver sequestrator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) for the Company Borrower or such Significant Subsidiary or a material portion such Guarantor or any property of the property any thereof, or makes make a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidatorreceiver, examiner, receiver sequestrator or other custodian is shall be appointed for the Company Borrower or any Significant Subsidiary or any Guarantor or for a substantial part of the property of any thereof and is not be discharged within 60 days; or any warrant of attachment or similar legal process is issued against any substantial part of the property of the Company or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution dissolution, winding up or liquidation proceeding (except the voluntary dissolutionproceeding, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is shall be commenced in respect of the Company Borrower or any Significant SubsidiarySubsidiary or any Guarantor, and, if such case or proceeding is not commenced by the Company Borrower or such Significant Subsidiary it is or such Guarantor, such case or proceeding shall be consented to or acquiesced in by the Company Borrower or such Significant Subsidiary or remains such Guarantor or shall result in the entry of an order for relief or shall remain for 60 days undismissed; or the Company Borrower or any Significant Subsidiary takes or any Guarantor shall take any corporate action to authorize, or in furtherance of, any of the foregoing.

Bankruptcy, Insolvency, etc. The Company In the event of any --------------------------- dissolution, winding up, liquidation, readjustment, reorganization or other similar proceedings relating to (a) any Significant Subsidiary becomes insolvent Debtor or (which term shall include b) the respective assets or properties of any form of creditor protection Debtor, whether such proceeding or proceedings are voluntary or involuntary, partial or complete, and moratoriumwhether in bankruptcy, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) insolvency or generally fails to payreceivership, or admits in writing its inability or refusal to pay, debts as they become due; or the Company or any Significant Subsidiary applies for, consents to, or acquiesces in the appointment of a trustee, liquidator, examiner, receiver or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general upon an assignment for the benefit of creditors; or, or any other marshalling of the assets and liabilities of any Debtor or any sale of all or substantially all of the assets of any Debtor, or otherwise, the Subordinated Lenders hereby acknowledge and agree that the Senior Claims shall first be paid in full before any Subordinated Lender shall be entitled to receive and/or to retain any payment or distribution in respect of any of the Junior Claims. In order to implement the foregoing, (i) all payments and distributions of any kind or character in respect of any of the Junior Claims to which any Subordinated Lender would be entitled if the Junior Claims were not subordinated pursuant to this Agreement shall be made directly to the Bank, (ii) each Subordinated Lender shall promptly file a claim or claims, in the absence of form required in such applicationproceedings, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company or any Significant Subsidiary or for a substantial part full outstanding amount of the property of any thereof Junior Claims, if any, by or belonging to such Subordinated Lender, and is not discharged within 60 days; shall cause said claim or any warrant of attachment or similar legal process is issued against any substantial part of the property of the Company or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, or claims to be approved and all payments and other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced distributions in respect of thereof to be made directly to the Company or any Significant SubsidiaryAgent, andand (iii) each Subordinated Lender hereby irrevocably agrees that, if such case Subordinated Lender shall fail to file any such claim referred to in the preceding clause (ii), the Agent may, at its sole discretion, in the name of each Subordinated Lender or proceeding is not commenced by the Company otherwise, demand, xxx for, collect, receive and accept receipt for any and all such payments or distributions, and file, prove, and vote or consent in any such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance ofproceedings with respect to, any and all claims of each Subordinated Lender relating to the foregoingJunior Claims.

Bankruptcy, Insolvency, etc. The Company (i) Any Loan Party or any Significant Material Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any such Person any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future Law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any such Person any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause (ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. (i) The Company Borrower or any Significant Material --------------------------- Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any such Person any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any such Person any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) ---------- ----- any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. The Company Any of Borrower, its general partner or any Significant Subsidiary becomes insolvent managing member (which term shall include any form of creditor protection and moratoriumas applicable), including bankruptcy the Custodian [Redacted] (faillissementi) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, is unable or admits in writing its inability or refusal fails generally to pay, pay its debts as they become due; (ii) is dissolved or the Company has a resolution passed for its dissolution, winding up or any Significant Subsidiary applies for, consents to, or acquiesces in the appointment of a trustee, liquidator, examiner, receiver or other custodian official liquidation; (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betalingiii) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment or arrangement with or for the benefit of its creditors; or(iv) (A) institutes or has instituted against it, in the absence of such applicationby a regulator, consent supervisor or acquiescenceany similar official, a trustee, liquidator, examiner, receiver proceeding seeking a judgment of insolvency or other custodian is appointed for the Company bankruptcy or any Significant Subsidiary or for a substantial part of the property of any thereof and is not discharged within 60 days; or any warrant of attachment or similar legal process is issued against any substantial part of the property of the Company or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding relief under any bankruptcy or insolvency lawlaw or other similar law affecting creditors’ rights, or any dissolution a petition is presented for its winding-up or liquidation by it or such regulator, supervisor or similar official, or (B) has instituted against it a proceeding (except the voluntary dissolution, not seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency lawlaw or other similar law affecting creditors’ rights, or a petition is presented for its winding-up or liquidation, and such proceeding or petition is instituted or presented by a person or entity not described in clause (A) above and either (x) results in a judgment of insolvency or bankruptcy or the entry of an order for relief or the making of an order for its winding-up or liquidation or (y) is not dismissed, discharged, stayed or restrained in each case within [Redacted] of the institution or presentation thereof; (v) seeks or becomes subject to the appointment of an administrator, liquidator, conservator, receiver, trustee, custodian or other similar official for it or for all or substantially all of its assets; (vi) has a secured party take possession of a Significant Subsidiary)material portion of its assets or has a distress, is commenced in respect execution, attachment, sequestration or other legal process levied, enforced or sued on or against a material portion of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissedits assets; or (vii) causes or is subject to any event with respect to it which, under the Company or applicable laws of any Significant Subsidiary takes any corporate action jurisdiction, has an analogous effect to authorize, or in furtherance of, any of the foregoing.events specified in clauses (i) through (vi) above;

Bankruptcy, Insolvency, etc. The Company shall file or consent by answer or otherwise to the entry of an order for relief or approving a petition for relief, reorganization or arrangement or any Significant Subsidiary becomes insolvent (which term shall include other petition in bankruptcy, for liquidation or to take advantage of any form bankruptcy or insolvency law of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to payany jurisdiction, or admits in writing its inability or refusal to pay, debts as they become due; or the Company or any Significant Subsidiary applies for, consents to, or acquiesces in the appointment of a trustee, liquidator, examiner, receiver or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general shall make an assignment for the benefit of its creditors; or, in or shall consent to the absence appointment of such applicationa custodian, consent or acquiescencereceiver, a trustee, liquidator, examiner, receiver trustee or other custodian is appointed officer with similar powers of itself or of any substantial part of its property, or shall be adjudicated a bankrupt of insolvent, or shall take corporate action for the purpose of any of the foregoing, or if a court or governmental authority of competent jurisdiction shall enter an order appointing a custodian, receiver, trustee or other officer with similar powers with respect to the Company or any Significant Subsidiary or for a substantial part of the property of any thereof and is not discharged within 60 days; its property, or constituting an order for relief or approving a petition for relief or reorganization or any warrant other petition in bankruptcy or for liquidation or to take advantage of attachment or similar legal process is issued against any substantial part of the property of the Company or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency lawlaw of any jurisdiction, or ordering the dissolution, winding up or liquidation of the Company, or if any such petition shall be filed against the Company and such petition shall not be dismissed within sixty (60) days. In case an Event of Default (other than an Event of Default resulting from the Company's failure to pay the principal amount of, or any dissolution interest upon, this Note when the same shall be due and payable in accordance with the terms hereof (after giving affect to applicable "cure" provisions herein) or liquidation proceeding bankruptcy, insolvency or reorganization) shall occur and be continuing, the Holders of the Notes representing at least fifty-one percent (except 51%) in the voluntary dissolutionaggregate of the principal amount of all Notes then outstanding, not under may declare by notice in writing to the Company all unpaid principal amount and accrued interest on all of the Notes then outstanding to be due and payable immediately. In case an Event of Default resulting from the Company's non-payment of principal amount of, or interest upon this Note shall occur, the Holder may declare all unpaid principal amount and accrued interest on this Note held by such Holder to be due and payable immediately. In case an Event of Default resulting from certain events of bankruptcy, insolvency or reorganization shall occur, all unpaid principal and accrued interest on the Notes held by each such Holder shall be due and payable immediately without any bankruptcy declaration or insolvency lawother act on the part of such Holders. Any such acceleration may be annulled and past defaults (except, unless theretofore cured, a default in payment of principal or interest on the Notes) may be waived by the Holders of a Significant Subsidiary), is commenced majority in respect principal amount of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, any of the foregoingNotes then outstanding.

Bankruptcy, Insolvency, etc. The Company or any Significant Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 Any of the Dutch Tax Collection Act Issuer, the Investment Manager or the Sub-Adviser (Invorderingswet)i) or generally fails to pay, is unable or admits in writing its inability or refusal fails generally to pay, pay its debts as they become due; (ii) is dissolved or the Company has a resolution passed for its dissolution, winding up or any Significant Subsidiary applies for, consents to, or acquiesces in the appointment of a trustee, liquidator, examiner, receiver or other custodian official liquidation; (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betalingiii) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment or arrangement with or for the benefit of its creditors; or(iv) (A) institutes or has instituted against it, in the absence of such applicationby a regulator, consent supervisor or acquiescenceany similar official, a trustee, liquidator, examiner, receiver proceeding seeking a judgment of insolvency or other custodian is appointed for the Company bankruptcy or any Significant Subsidiary or for a substantial part of the property of any thereof and is not discharged within 60 days; or any warrant of attachment or similar legal process is issued against any substantial part of the property of the Company or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding relief under any bankruptcy or insolvency lawlaw or other similar law affecting creditors’ rights, or any dissolution a petition is presented for its winding-up or liquidation by it or such regulator, supervisor or similar official, or (B) has instituted against it a proceeding (except the voluntary dissolution, not seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency lawlaw or other similar law affecting creditors’ rights, or a petition is presented for its winding-up or liquidation, and such proceeding or petition is instituted or presented by a person or entity not described in clause (A) above and either (x) results in a judgment of insolvency or bankruptcy or the entry of an order for relief or the making of an order for its winding-up or liquidation or (y) is not dismissed, discharged, stayed or restrained in each case within 30 days of the institution or presentation thereof; (v) seeks or becomes subject to the appointment of an administrator, liquidator, conservator, receiver, trustee, custodian or other similar official for it or for all or substantially all of its assets; (vi) has a secured party take possession of a Significant Subsidiary)material portion of its assets or has a distress, is commenced in respect execution, attachment, sequestration or other legal process levied, enforced or sued on or against a material portion of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissedits assets; or (vii) causes or is subject to any event with respect to it which, under the Company applicable laws or regulations of any Significant Subsidiary takes any corporate action jurisdiction, has an analogous effect to authorize, or in furtherance of, any of the foregoingevents specified in clauses (i) through (vi) above.

Bankruptcy, Insolvency, etc. (i) The Company Parent or any Significant Subsidiary the Borrower becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails unable to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against either of such Persons any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any such Person any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any such Person.

Bankruptcy, Insolvency, etc. (1) The Company Authority shall commence any case, proceeding or any Significant Subsidiary becomes insolvent other action (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betalingA) under Dutch any existing or future law and the serving of a notice pursuant any jurisdiction, domestic or foreign, relating to section 36 bankruptcy, insolvency, reorganization or relief of the Dutch Tax Collection Act (Invorderingswet)) or generally fails debtors, seeking to payhave an order for relief entered with respect to it, or admits in writing its inability seeking to adjudicate it a bankrupt or refusal to pay, debts as they become due; or the Company or any Significant Subsidiary applies for, consents toinsolvent, or acquiesces in the seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its Debts, or (B) seeking appointment of a receiver, trustee, liquidator, examiner, receiver custodian or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension similar official for it or for all or any substantial part of payment (surseance van betaling) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereofits assets, or makes the Authority shall make a general assignment for the benefit of its creditors; oror (2) there shall be commenced against the Authority any case, proceeding or other action of a nature referred to in clause (1) above which (x) results in an order for such relief or in the absence appointment of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company similar official or any Significant Subsidiary (y) remains undismissed, undischarged or unbonded for a substantial part period of the property of any thereof and is not discharged within 60 days; or (3) there shall be commenced against the Authority, any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets, which results in the property entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within days from the Company or any of its Significant Subsidiaries which is not released within 60 days of serviceentry thereof; or (4) the Authority shall take any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoing.acts set forth in clause (1), (2) or (3) above; or (5) the Authority shall become insolvent within the meaning of Section 101(32) of the United States Bankruptcy Code, or shall admit in writing its inability to pay its Debts; or (6) the Authority or the Commonwealth of Massachusetts or any Governmental Authority having jurisdiction over the Authority imposes a debt moratorium with respect to repayment when due and payable of the principal of or interest on all indebtedness of the Authority secured by a lien on Revenues that is senior to or on a parity with the lien securing the Notes; or

Bankruptcy, Insolvency, etc. (i) (A) The Company or any Significant Subsidiary Borrower becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; or (B) the Company or any Significant Subsidiary Borrower applies for, consents to, or acquiesces in the appointment of of, a trustee, liquidator, examiner, receiver or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) or similar Person for the Company Borrower or such Significant Subsidiary or a material portion any property of the property any thereof, or makes a general assignment for the benefit of creditors; or, or (C) in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian or similar Person is appointed for the Company or any Significant Subsidiary Borrower or for a substantial part of the property of any thereof thereof, unless (1) the Borrower institutes appropriate proceedings to contest or discharge such appointment within 30 days and thereafter continuously and diligently prosecutes such proceedings and (2) such appointment is not in fact discharged within 60 days; or any warrant of attachment or similar legal process is issued against any substantial part of the property of the Company or any of its Significant Subsidiaries which is not released within 60 days of servicesuch appointment; or (D) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant SubsidiaryBorrower, and, if unless (1) such case or proceeding is not commenced by the Company Borrower, (2) such case or such Significant Subsidiary it proceeding is not consented to or acquiesced in by the Company Borrower, (3) the Borrower institutes appropriate proceedings to dismiss such case or proceeding within 30 days and thereafter continuously and diligently prosecutes such Significant Subsidiary proceedings, and (4) such case or remains for proceeding is in fact dismissed within 60 days undismissedafter the commencement thereof; or (5) the Company or any Significant Subsidiary Borrower takes any corporate action to authorize, or in furtherance of, any of the foregoing.; or (ii) (A) there shall be commenced against any Insurance Subsidiary any case, proceeding or other action (1) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (2) seeking appointment of a receiver, trustee, custodian, rehabilitator, conservator, supervisor, liquidator or other similar official for it or for all or any substantial part of its assets, in each case which (x) results in the entry of an order for relief or any such adjudication or appointment or (y) remains undismissed, undischarged or unbonded for a period of 60 days; or (B) there shall be commenced against any of such Subsidiaries any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets which results in the entry of an order for any such relief which shall not have been vacated, discharged, or stayed or bonded pending appeal within 60 days from the entry thereof; or (C) any of such Subsidiaries shall take any action in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the acts set forth in clause(ii)(A) or (B) above; or (D) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Subsidiaries;

Bankruptcy, Insolvency, etc. The Company or any Significant Subsidiary (i) Any Material Party becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails unable to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any of such Persons any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any of such Persons any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. The Company (i) Parent or any Significant Subsidiary the Borrower becomes ------------------------------ insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any of such Persons any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any of such Persons any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) --------- ----- above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. The Company Borrower or any Significant Subsidiary of its Subsidiaries becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; or the Company Borrower or any Significant Subsidiary of its Subsidiaries applies for, consents to, or acquiesces in the appointment of of, a trustee, liquidator, examiner, receiver or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) for the Company Borrower or such Significant Subsidiary any of its Subsidiaries or a material portion of the any property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company Borrower or any Significant Subsidiary of its Subsidiaries or for a substantial part of the property of any thereof and is not discharged within 60 thirty (30) days; or any warrant of attachment or similar legal process is issued against any substantial part of the property of the Company or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company Borrower or any Significant Subsidiary, and, of its Subsidiaries and if such case or proceeding is not commenced by the Company Borrower or such Significant Subsidiary any of its Subsidiaries, it is consented to or acquiesced in by the Company Borrower or such Significant Subsidiary any of its Subsidiaries or remains for 60 thirty (30) days undismissed; or the Company Borrower or any Significant Subsidiary of its Subsidiaries takes any corporate action to authorize, or in furtherance of, any of the foregoing.

Bankruptcy, Insolvency, etc. The Company (i) Any Loan Party or any Significant Material Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; or the Company (ii) there shall be commenced by or against any Significant Subsidiary applies forsuch Person any case, consents toproceeding or other action (A) under any existing or future Law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company or any Significant Subsidiary it or for a substantial part of the property of any thereof and is not discharged within 60 days; all or any warrant of attachment or similar legal process is issued against any substantial part of its assets, in each case which (1) results in the property entry of the Company an order for relief or any such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of sixty (60) days; or (iii) there shall be commenced against any such Person any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its Significant Subsidiaries assets which is results in the entry of an order for any such relief which shall not released have been vacated, discharged, or stayed or bonded pending appeal within 60 sixty (60) days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes Persons shall take any corporate or similar action to authorize, or in furtherance of, approving any of the foregoingacts set forth in clause (ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. (i) The Company Borrower or any Significant Material Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any such Person any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any such Person any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause (ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. The Company Any of Borrower, its general partner or managing member (as applicable), the Custodian or any Significant Subsidiary becomes insolvent Investment Manager (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissementi) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, is unable or admits in writing its inability or refusal fails generally to pay, pay its debts as they become due; (ii) is dissolved, struck off or the Company has a resolution passed for its dissolution, winding up or any Significant Subsidiary applies forliquidation (including, consents towithout limitation, for either official or acquiesces in the appointment of a trustee, liquidator, examiner, receiver voluntary winding up or other custodian liquidation) or its voluntary liquidation is otherwise commenced; (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betalingiii) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment assignment, composition or arrangement with or for the benefit of its creditors; or(iv) (A) institutes or has instituted against it, in the absence of such applicationby a regulator, consent supervisor or acquiescenceany similar official, a trustee, liquidator, examiner, receiver proceeding seeking a judgment of insolvency or other custodian is appointed for the Company bankruptcy or any Significant Subsidiary or for a substantial part of the property of any thereof and is not discharged within 60 days; or any warrant of attachment or similar legal process is issued against any substantial part of the property of the Company or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding relief under any bankruptcy or insolvency lawlaw or other similar law affecting creditors’ rights (including, without limitation, an order for its winding up or provisional liquidation or the appointment of a restructuring officer), or any dissolution a petition is presented for its winding-up or liquidation by it or such regulator, supervisor or similar official, or (B) has instituted against it a proceeding (except the voluntary dissolution, not seeking a judgment of insolvency or bankruptcy or any other relief under any bankruptcy or insolvency lawlaw or other similar law affecting creditors’ rights, or a petition is presented for its winding-up or liquidation, and such proceeding or petition is instituted or presented by a person or entity not described in clause (A) above and either (x) results in a judgment of insolvency or bankruptcy or the entry of an order for relief or the making of an order for its winding-up liquidation or provisional liquidation or (y) is not dismissed, discharged, stayed or restrained in each case within forty-five (45) days of the institution or presentation thereof; (v) seeks or becomes subject to the appointment of an administrator, liquidator, provisional liquidator, restructuring officer, conservator, receiver, trustee, custodian or other similar official for it or for all or substantially all of its assets; (vi) has a secured party take possession of a Significant Subsidiary)material portion of its assets or has a distress, is commenced in respect execution, attachment, sequestration or other legal process levied, enforced or sued on or against a material portion of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissedits assets; or (vii) causes or is subject to any event with respect to it which, under the Company or applicable laws of any Significant Subsidiary takes any corporate action jurisdiction, has an analogous effect to authorize, or in furtherance of, any of the foregoing.events specified in clauses (i) through (vi) above;

Bankruptcy, Insolvency, etc. The Company Any of the following events shall occur: (a) filing by or on the behalf of the Borrower or the Managing General Partner of a voluntary petition or an answer seeking reorganization, arrangement, readjustment of its debts or for any other relief under any bankruptcy, reorganization, compromise, arrangement, insolvency, readjustment of debt, dissolution or liquidation or similar act or law, state or federal, now or hereafter existing ("Bankruptcy Law"), or any Significant Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratoriumaction by the Borrower or the Managing General Partner for, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and or consent or acquiescence to, the serving appointment of a notice pursuant to section 36 receiver, trustee or other custodian of the Dutch Tax Collection Act (Invorderingswet)) Borrower or generally fails to paythe Managing General Partner, or admits of all or a substantial part of its property; or the making by the Borrower or the Managing General Partner of 84 any assignment for the benefit of creditors; or the admission by the Borrower or the Managing General Partner in writing of its inability or refusal to pay, pay its debts as they become due; or (b) filing of any involuntary petition against the Company Borrower or the Managing General Partner in bankruptcy or seeking reorganization, arrangement, readjustment or its debts or for any other relief under any Bankruptcy Law and an order for relief by a court having jurisdiction in the premises shall have been issued or entered therein; or any Significant Subsidiary applies for, consents to, other similar relief shall be granted under any applicable Federal or acquiesces state law; or a decree or order of a court having jurisdiction in the premises for the appointment of a trusteereceiver, liquidator, examinersequestrator, receiver trustee or other officer having similar powers over the Borrower or the Managing General Partner or over all or a part of its property shall have been entered; or the involuntary appointment of an interim receiver, trustee or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereof, Borrower or makes a general assignment for the benefit Managing General Partner or of creditors; or, in the absence of such application, consent all or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company or any Significant Subsidiary or for a substantial part of the property of any thereof and is not discharged within 60 daysits property; or any the issuance of a warrant of attachment attachment, execution or similar legal process is issued against any substantial part of the property of the Company Borrower or the Managing General Partner and continuance of any such event for 60 consecutive days unless dismissed, bonded to the satisfaction of the court having jurisdiction in the premises or discharged; or (c) filing by or on the behalf of any Restricted Subsidiary of a voluntary petition or an answer seeking reorganization, arrangement, readjustment of its debts or for any other relief under any Bankruptcy Law, or any action by any Restricted Subsidiary for, or consent or acquiescence to, the appointment of a receiver, trustee or other custodian of such Restricted Subsidiary or of all or a substantial part of its Significant Subsidiaries which is not released within 60 days property; or the making by any Restricted Subsidiary of serviceany assignment for the benefit of creditors; or the admission by any Restricted Subsidiary in writing of its inability to pay its debts as they become due; or (d) filing of any involuntary petition against any Restricted Subsidiary in bankruptcy or seeking reorganization, arrangement, readjustment or its debts or for any other relief under any Bankruptcy Law and an order for relief by a court having jurisdiction in the premises shall have been issued or entered therein; or any bankruptcyother similar relief shall be granted under any applicable Federal of state law; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, examinershipliquidator, receivershipsequestrator, reorganization, debt arrangement, trustee or other case or proceeding under officer having similar powers over any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Restricted Subsidiary or remains for 60 days undismissedover all or a part of its property shall have been entered; or the Company involuntary appointment of an interim receiver, trustee or other custodian of any Significant Restricted Subsidiary takes or of all or a substantial part of its property; or the issuance of a warrant of attachment, execution or similar process against any corporate action to authorize, or in furtherance of, any of the foregoing.85 345

Bankruptcy, Insolvency, etc. The Company Borrower shall (i) apply for or any Significant Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and consent to the serving appointment of a notice pursuant to section 36 receiver, trustee, liquidator or the like of the Dutch Tax Collection Act (Invorderingswet)) Borrower or generally fails to payof property of the Borrower, or admits (ii) admit in writing the inability of the Borrower, to pay its inability or refusal to pay, debts generally as they become due; or the Company or any Significant Subsidiary applies for, consents to, or acquiesces in the appointment of a trustee, liquidator, examiner, receiver or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betalingiii) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes make a general assignment for the benefit of creditors; or, or (iv) be adjudicated a bankrupt or insolvent, or (v) commence a voluntary case under the United States Bankruptcy Code or file a voluntary petition or answer seeking reorganization, an arrangement with creditors or an order for relief or seeking to take advantage of any insolvency law or file an answer admitting the material allegations of a petition filed against the Borrower in any bankruptcy, reorganization or insolvency proceeding, or action of the absence Borrower shall be taken for the purpose of such effecting any of the foregoing, or (vi) have instituted against it, if without the application, approval or consent of the Borrower, a proceeding in any court of competent jurisdiction, under any law relating to bankruptcy, insolvency, reorganization or acquiescencerelief of debtors, seeking in respect of the Borrower an order for relief or an adjudication in bankruptcy, reorganization, dissolution, winding up or liquidation, a composition or arrangement with creditors, a readjustment of debts, the appointment of a trustee, liquidatorreceiver, examiner, receiver liquidator or other custodian is appointed for or the Company or any Significant Subsidiary or for a substantial part like of the property Borrower or of any thereof and is not discharged within 60 days; all or any warrant of attachment or similar legal process is issued against any substantial part of the property assets of the Company or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, Borrower or other case or proceeding like relief in respect thereof under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced being contested by the Company or such Significant Subsidiary it is consented to or acquiesced Borrower in by good faith, the Company or such Significant Subsidiary or remains same shall (A) result in the entry of an order for 60 days undismissed; or the Company relief or any Significant Subsidiary takes any corporate action to authorize, such adjudication or in furtherance of, any appointment or (B) remain undismissed and undischarged for a period of the foregoing.sixty (60) days;

Bankruptcy, Insolvency, etc. (i) The Company Borrower, the --------------------------- - Guarantor or any Significant Subsidiary MRDS becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) -- there shall be commenced by or the Company against any of such Persons any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any - jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding- up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examiner- rehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within - such adjudication or appointment or (2) if filed against such Person, - remains undismissed, und ischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any of such Persons any case, --- proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) -- any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause (ii) or (iii) above; or (v) any Governmental ---------- --- - Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. (i) The Company Borrower or any Significant Insurance --------------------------- Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or against the Company Borrower or any Significant Insurance Subsidiary applies forany case, consents toproceeding or other action (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any of such Subsidiaries any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) --------- ----- any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. The Company or any Significant Subsidiary (i) Any Material Party becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails unable to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any of such Persons any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company or any Significant Subsidiary it or for a substantial part of the property of any thereof and is not discharged within 60 days; all or any warrant of attachment or similar legal process is issued against any substantial part of its assets, in each case which (1) results in the property entry of the Company an order for relief or any such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; (iii) there shall be commenced against any of such Persons any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its Significant Subsidiaries assets which is results in the entry of an order for any such relief which shall not released have been vacated, discharged, or stayed or bonded pending appeal within 60 days from the entry thereof; (iv) any of service; or such Persons shall take any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. The Company or any Significant Subsidiary (i) Any Material Party becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails unable to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any of such Persons any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company or any Significant Subsidiary it or for a substantial part of the property of any thereof and is not discharged within 60 days; all or any warrant of attachment or similar legal process is issued against any substantial part of its assets, in each case which (1) results in the property entry of the Company an order for relief or any such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; (iii) there shall be commenced against any of such Persons any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its Significant Subsidiaries assets which is results in the entry of an order for any such relief which shall not released have been vacated, discharged, or stayed or bonded pending appeal within 60 days from the entry thereof; (iv) any of service; or such Persons shall take any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause (ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. The Company (i) Any Obligor, or any Significant Subsidiary becomes insolvent of its Subsidiaries, shall (which term shall include A) commence any form case, proceeding or other action under any existing or future law of creditor protection and moratoriumany jurisdiction, including bankruptcy domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, or (faillissementB) and suspension of payments (surseance van betaling) under Dutch law and apply for, consent to or acquiesce in the serving appointment of a notice pursuant receiver, trustee, custodian, conservator or other similar official for it or for all or any substantial part of its assets, or (C) make a general assignment for the benefit of its creditors; or (ii) there shall be commenced against any Obligor or any of its Subsidiaries any case, proceeding or other action of a nature referred to section 36 in clause (i) (A) above or any Obligor, or any of its Subsidiaries shall permit or suffer to exist the Dutch Tax Collection Act appointment of a receiver, trustee, custodian, conservator or other official described in clause (Invorderingswet)i)(B) above that, in either case, (A) results in the entry of an order for relief or any such adjudication or appointment or (B) remains undismissed or undischarged for a period of 45 days or (C) is consented to or acquiesced in by such Obligor or such Subsidiary or (iii) there shall be commenced against any Obligor or any of its Subsidiaries any case, proceeding or other action seeking issuance of a warrant of attachment, execution, distraint or similar process against all or any substantial part of its assets that results in the entry of an order for any such relief that shall not have been vacated, discharged, stayed or bonded pending appeal within 45 days from the entry thereof; or (iv) any Obligor or any of its Subsidiaries shall become insolvent or generally fails fail to pay, or admits shall admit in writing its inability or refusal unwillingness generally to pay, its debts as they become due; or the Company or (v) any Significant Subsidiary applies for, consents to, or acquiesces in the appointment of a trustee, liquidator, examiner, receiver or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) for the Company or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company or any Significant Subsidiary or for a substantial part of the property of any thereof and is not discharged within 60 days; or any warrant of attachment or similar legal process is issued against any substantial part of the property of the Company Obligor or any of its Significant Subsidiaries which is not released within 60 days of service; or shall take any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, authorizing or in furtherance of, any of the foregoingacts described in clause (i), (ii), (iii) or (iv) above.

Bankruptcy, Insolvency, etc. The Company Borrower or any Significant Subsidiary of its --------------------------- Subsidiaries becomes insolvent (which term it being understood that a Subsidiary shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant not be deemed to section 36 of the Dutch Tax Collection Act (Invorderingswet)be insolvent solely because it has negative net worth) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; or the Company Borrower or any Significant Subsidiary of its Subsidiaries applies for, consents to, to or acquiesces in the appointment of a trustee, liquidator, examiner, receiver or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) for the Company Borrower or such Significant Subsidiary or a material portion of the any property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company Borrower or any Significant Subsidiary of its Subsidiaries or for a substantial part of the its property of any thereof and is not discharged within 60 30 days; or any warrant of attachment or similar legal process is issued against any substantial part of the property of the Company or any of its Significant Subsidiaries which is not released within 60 days of service; or any bankruptcy, examinership, receivership, reorganization, debt arrangement, arrangement or other case or proceeding under any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company Borrower or any Significant Subsidiaryof its Subsidiaries, and, if such case or proceeding is not commenced by the Company Borrower or such Significant Subsidiary Subsidiary, it is consented to or acquiesced in by the Company Borrower or such Significant Subsidiary or remains for 60 30 days undismissedundismissed or an order for relief is entered in any such involuntary bankruptcy; or the Company Borrower or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, any of the foregoing.

Bankruptcy, Insolvency, etc. The Company (i) Parent or any Significant Subsidiary the Borrower becomes --------------------------- insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any of such Persons any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any of such Persons any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) any Governmental Authority shall --------- ---- issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. (i) The Company Parent or any Significant Subsidiary Max Re becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails unable to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or the Company against any of such Persons any case, proceeding or other action (A) under any Significant Subsidiary applies forexisting or future law of any jurisdiction, consents todomestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any of such Persons any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.

Bankruptcy, Insolvency, etc. (i) The Company Guarantor, the Borrower or any Significant Insurance Subsidiary becomes insolvent (which term shall include any form of creditor protection and moratorium, including bankruptcy (faillissement) and suspension of payments (surseance van betaling) under Dutch law and the serving of a notice pursuant to section 36 of the Dutch Tax Collection Act (Invorderingswet)) or generally fails to pay, or admits in writing its inability or refusal to pay, debts as they become due; (ii) there shall be commenced by or against the Company Guarantor, the Borrower or any Significant Insurance Subsidiary applies forany case, consents toproceeding or other action (A) under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, supervision, conservatorship, liquidation, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or acquiesces in the seeking to adjudicate it a bankrupt or insolvent, or seeking reorganization, rehabilitation, conservation, supervision, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts, obligations or liabilities, or (B) seeking appointment of a receiver, trustee, liquidatorcustodian, examinerrehabilitator, receiver conservator, supervisor, liquidator or other custodian (including a “curator” in a bankruptcy under Dutch law and a “bewindvoerder” in a suspension of payment (surseance van betaling) under Dutch law) similar official for the Company it or such Significant Subsidiary or a material portion of the property thereof, or makes a general assignment for the benefit of creditors; or, in the absence of such application, consent or acquiescence, a trustee, liquidator, examiner, receiver or other custodian is appointed for the Company all or any Significant Subsidiary or for a substantial part of its assets, in each case which (1) results in the property entry of an order for relief or any thereof and is not discharged within such adjudication or appointment or (2) if filed against such Person, remains undismissed, undischarged or unstayed for a period of 60 days; or (iii) there shall be commenced against any of such Person any case, proceeding or other action seeking issuance of a warrant of attachment attachment, execution, distraint or similar legal process is issued against all or any substantial part of its assets which results in the property entry of the Company an order for any such relief which shall not have been vacated, discharged, or any of its Significant Subsidiaries which is not released stayed or bonded pending appeal within 60 days of servicefrom the entry thereof; or (iv) any bankruptcy, examinership, receivership, reorganization, debt arrangement, or other case or proceeding under of such Persons shall take any bankruptcy or insolvency law, or any dissolution or liquidation proceeding (except the voluntary dissolution, not under any bankruptcy or insolvency law, of a Significant Subsidiary), is commenced in respect of the Company or any Significant Subsidiary, and, if such case or proceeding is not commenced by the Company or such Significant Subsidiary it is consented to or acquiesced in by the Company or such Significant Subsidiary or remains for 60 days undismissed; or the Company or any Significant Subsidiary takes any corporate action to authorize, or in furtherance of, or indicating its consent to, approval of, or acquiescence in, any of the foregoingacts set forth in clause(ii) or (iii) above; or (v) any Governmental Authority shall issue any order of conservation, supervision or any other order of like effect relating to any of such Persons.