Common use of Bankruptcy, etc Clause in Contracts

Bankruptcy, etc. The Parent or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent or any of its Subsidiaries and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent or any of its Subsidiaries or the Parent or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent or any of its Subsidiaries or there is commenced against the Parent or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries and the petition is not controverted within 10 20 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent or Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries or the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries or there is commenced against the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries for the purpose of effecting any of the foregoing, provided that, in the case of any Non-Recourse Subsidiary, it shall not be a Default or Event of Default under this Section 10.05 unless the aggregate principal amount of all Indebtedness incurred by such Non-Recourse Subsidiary pursuant to Section 9.17 exceeds $15,000,000; or

Bankruptcy, etc. The Parent or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent or any of its Subsidiaries Subsidiaries, or the Parent or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings, the Borrower or any of its their --------------- respective Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in ---------- effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case --------------- is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of Holdings, the Parent Borrower or any of its Subsidiaries their respective Subsidiaries, or Holdings, the Parent Borrower or any of its their respective Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holdings, the Parent Borrower or any of its Subsidiaries their respective Subsidiaries, or there is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or Holdings, the Parent Borrower or any of its their respective Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Holdings, the Parent Borrower or any of its their respective Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or Holdings, the Parent Borrower or any of its their respective Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by Holdings, the Parent Borrower or any of its their respective Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary), and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, days after commencement of the casefiling thereof; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary), to operate all or any substantial portion of the Parent business of Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary), or Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary), or there is commenced against the Parent Holdings or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 daysdays after the filing thereof, or the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries (other than an Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent Holdings or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of (other than an Immaterial Subsidiary) shall fail generally to pay its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoingdebts as they become due; or

Bankruptcy, etc. The Parent Holdings or any of its Significant Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Holdings or any of its Subsidiaries Significant Subsidiaries, and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Holdings or any of its Subsidiaries Significant Subsidiaries, or the Parent Holdings or any of its Significant Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Holdings or any of its Subsidiaries Significant Subsidiaries, or there is commenced against the Parent Holdings or any of its Significant Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Holdings or any of its Significant Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any of its Significant Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Holdings or any of its Significant Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Holdings or any of its Significant Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings or any of its Subsidiaries (other than any Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Holdings or any of its Subsidiaries (other than any Immaterial Subsidiary), and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, days after commencement of the casefiling thereof; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Holdings or any of its Subsidiaries (other than any Immaterial Subsidiary), to operate all or any substantial portion of the Parent business of Holdings or any of its Subsidiaries (other than any Immaterial Subsidiary), or Holdings or any of its Subsidiaries (other than any Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Holdings or any of its Subsidiaries (other than any Immaterial Subsidiary), or there is commenced against the Parent Holdings or any of its Subsidiaries (other than any Immaterial Subsidiary) any such proceeding which remains undismissed for a period of 60 daysdays after the filing thereof, or the Parent Holdings or any of its Subsidiaries (other than any Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any of its Subsidiaries suffers (other than any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition Business action is presented (and in the case of a petition presented taken by a Person other than the Parent Holdings or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or (other than any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries Immaterial Subsidiary) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. (i) The Parent Borrower or any of its Subsidiaries Material Subsidiary shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or (ii) an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries Material Subsidiary and the petition is not controverted within 10 days after service of summons30 days, or is not dismissed within 60 days, after commencement of the case; or (iii) a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Material Subsidiary or the Parent Borrower or any of its Subsidiaries Material Subsidiary commences any other proceeding proceedings under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Material Subsidiary or there is commenced against the Parent Borrower or any of its Subsidiaries Material Subsidiary any such proceeding which remains undismissed for a period of 60 days, or the Parent or any of its Subsidiaries is adjudicated insolvent or bankrupt; or (iv) any order of relief or other order approving any such case or proceeding is entered; or (v) the Parent Borrower or any of its Subsidiaries Material Subsidiary is adjudicated insolvent or bankrupt; or (vi) the Borrower or any Material Subsidiary suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or (vii) the Parent Borrower or any of its Subsidiaries Material Subsidiary makes a general assignment for the benefit of creditors; or (viii) the Borrower or any petition Material Subsidiary shall fail to pay, or shall state that it is presented unable to pay, or shall be unable to pay, its debts generally as they become due; or (and in ix) the case Borrower or any Material Subsidiary shall call a meeting of a petition presented by a Person its creditors (other than a meeting solely with the Parent Banks) with a view to arranging a composition or adjustment of its debts; or (x) the Borrower or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made Material Subsidiary shall by any competent court for winding upact or failure to act consent to, dissolution approve of or the appointment of a liquidator; or any resolution is passed by acquiesce in any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiariesforegoing; or (xi) any corporate action is taken by the Parent Borrower or any of its Subsidiaries Material Subsidiary for the purpose of effecting any of the foregoing; or.

Bankruptcy, etc. The Parent Parent, the Company or any of its Subsidiaries (other than an Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against Parent, the Parent Company or any of its Subsidiaries (other than an Immaterial Subsidiary), and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, days after commencement of the casefiling thereof; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of Parent, the Parent Company or any of its Subsidiaries (other than an Immaterial Subsidiary), to operate all or any substantial portion of the Parent business of Parent, the Company or any of its Subsidiaries (other than an Immaterial Subsidiary), or Parent, the Company or any of its Subsidiaries (other than an Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Parent, the Parent Company or any of its Subsidiaries (other than an Immaterial Subsidiary), or there is commenced against Parent, the Parent Company or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 daysdays after the filing thereof, or Parent, the Parent Company or any of its Subsidiaries (other than an Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Parent, the Parent Company or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries (other than an Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition is presented (and in Parent, the case of a petition presented by a Person other than the Parent Company or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of (other than an Immaterial Subsidiary) shall fail generally to pay its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoingdebts as they become due; or

Bankruptcy, etc. The Parent Aleris or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Aleris or any of its Subsidiaries Subsidiaries, and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Aleris or any of its Subsidiaries Subsidiaries, or the Parent Aleris or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency insolvency, bankruptcy or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Aleris or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Aleris or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Aleris or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order sought in or approving any such case or proceeding is entered; or the Parent Aleris or any of its Subsidiaries suffers any appointment of any receiver, receiver-manager, monitor, trustee in bankruptcy, custodian or the like for it or any substantial part of its property to continue (which, continues undischarged or unstayed for a period of 60 daysdays or is consented to by Aleris or any of its Subsidiaries); or the Parent Aleris or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent corporate, limited liability company or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate similar action is taken by the Parent Aleris or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent (i) Any Borrower or any of its Significant Subsidiaries shall commence a voluntary case concerning itself any case, proceeding or other action (A) under Title 11 any existing or future law of the United States Code entitled “Bankruptcy,” as now any jurisdiction, domestic or hereafter in effectforeign, relating to bankruptcy, insolvency, reorganization or relief of debtors, seeking to have an order for relief entered with respect to it, or any successor thereto (the “Bankruptcy Code”); seeking to adjudicate it bankrupt or an involuntary case is commenced against the Parent or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsinsolvent, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent or any of its Subsidiaries or the Parent or any of its Subsidiaries commences any other proceeding under any seeking reorganization, arrangement, adjustment of debtadjustment, relief of debtorswinding-up, liquidation, dissolution, insolvency composition or liquidation other relief with respect to it or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent or any of its Subsidiaries or there is commenced against the Parent or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 daysdebts, or the Parent or any (B) seeking appointment of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief a receiver, trustee, custodian or other order approving any such case or proceeding is entered; or the Parent or any of its Subsidiaries suffers any appointment of any custodian or the like similar official for it or for all or any substantial part of its property assets, or any Borrower or any of its Significant Subsidiaries shall make a general assignment for the benefit of its creditors; or (ii) there shall be commenced against any Borrower or any of its Significant Subsidiaries any case, proceeding or other action of a nature referred to continue in clause (i) above which (x) results in the entry of an order for relief or any such adjudication or appointment or (y) remains undismissed, undischarged or unstayed unbonded for a period of 60 days; or the Parent (iii) there shall be commenced against any Borrower or any of its Significant Subsidiaries makes any case, proceeding or other action seeking issuance of a general assignment 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 benefit of creditorsentry thereof; or (iv) a Luxembourg Insolvency Event shall occur in respect of any petition Subsidiary Borrower that is presented a Luxembourg Subsidiary; or (and in the case of a petition presented by a Person other than the Parent v) any Borrower or any of its Significant Subsidiaries remains undischarged shall take any action in furtherance of, or unstayed for a period of 60 days); indicating its consent to, approval of, or any order is made by any competent court for winding upacquiescence in, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent acts set forth in clause (i), (ii), (iii) or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoing(iv) above; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 daysdays after service of summons, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings or any of Credit Party or its respective Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Holdings or any Credit Party or any of its respective Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Holdings or any Credit Party or any of its Subsidiaries respective Subsidiaries; or the Parent Holdings or any Credit Party or any of its respective Subsidiaries commences any other proceeding under any bankruptcy, reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect effect, including without limitation, the Bankruptcy and Insolvency Act (Canada) and the Companies' Creditors Arrangement Act (Canada), relating to the Parent Holdings or any Credit Party or any of its Subsidiaries respective Subsidiaries; or there is commenced against the Parent Holdings or any Credit Party or any of its respective Subsidiaries any such proceeding which remains undismissed for a period of 60 days; or a receiver, receiver and manager, administrator, liquidator, trustee or other person or officer with like powers shall be appointed, either by private appointment or by order of a court of competent jurisdiction, with respect to, or the Parent an encumbrancer shall take possession of, assets of Holdings or any Credit Party or any of its Subsidiaries; or any person presents a petition for the winding-up or the administration of Holdings or any Credit Party or any of its Subsidiaries and such petition remains undismissed for a period of 60 days; or Holdings or any Credit Party or any of its respective Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any Credit Party or any of its respective Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Holdings or any Credit Party or any of its respective Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Holdings or any Credit Party or any of its respective Subsidiaries for the purpose of discussing or effecting any of the foregoing; or

Bankruptcy, etc. The Parent Guarantor or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Guarantor or any of its Subsidiaries and the petition is not controverted within 10 30 days after service of summons (or such longer period as may be provided by such summons), or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Guarantor or any of its Subsidiaries Subsidiaries, or the Parent Guarantor or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Guarantor or any of its Subsidiaries or there is commenced against the Parent Guarantor or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Guarantor or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Guarantor or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Guarantor or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Guarantor or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed or discharged, within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed or undischarged for a period of 60 days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries Subsidiaries, and the petition is not controverted within 10 days after service of summonsdays, or is not stayed or dismissed within and remains in effect after 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed or unstayed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries Specified Subsidiary shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries Specified Subsidiary and the petition is not controverted within 10 days after service commencement of summons, the case; or an involuntary case is commenced against the Borrower or any Specified Subsidiary and the petition is not dismissed within 60 days, days after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any Specified Subsidiary; or the Borrower or any Specified Subsidiary commences (including by way of applying for or consenting to the appointment of, or taking of possession by, a rehabilitation, receiver, custodian, trustee, conservator or liquidation (collectively, a “conservator”) of itself or all or any substantial portion of its Subsidiaries or the Parent or any of its Subsidiaries commences property) any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation insolvency, liquidation, rehabilitation, conservatorship or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Specified Subsidiary; or there is commenced against the Parent Borrower or any of its Subsidiaries Specified Subsidiary any such proceeding which that remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Subsidiaries Specified Subsidiary is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries Specified Subsidiary suffers any appointment of any custodian conservator or the like for it or any substantial part of its property to property, which appointment shall continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries Specified Subsidiary makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries Specified Subsidiary for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Company or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Company or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Company or any of its Subsidiaries or the Parent Company or any of its Subsidiaries commences (including by way of applying for or consenting to the appointment of, or the taking of possession by, a rehabilitator, receiver, custodian, trustee, conservator or liquidator (collectively, a "conservator") of itself or all or any substantial portion of its property) any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation insolvency, liquidation, rehabilitation, supervision, conservatorship or similar law of any jurisdiction or the Bermuda Companies Law whether now or hereafter in effect relating to the Parent Company or any of its Subsidiaries Subsidiaries; or there any such proceeding is commenced against (a) any Regulated Insurance Company which is engaged in the Parent business of underwriting insurance and/or reinsurance, or (b) the Company or any of its Subsidiaries any Subsidiaries, and in the case of either clause (a) or (b) such proceeding which remains undismissed for a period of 60 is not controverted within 10 days, or is not dismissed within 60 days; or the Parent Company or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or (x) any Regulated Insurance Company which is engaged in the Parent business of underwriting insurance and/or reinsurance suffers any appointment of any conservator or the like for it or any substantial part of its property, or (y) the Company or any of its Subsidiaries suffers any appointment of any custodian conservator or the like for it or any substantial part of its property to continue which continues undischarged or unstayed for a period of 60 days; or the Parent Company or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Company or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries Subsidiaries, and the petition relating thereto is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement the filing thereof, provided, however, that during the pendency of the casesuch period, each Lender shall be relieved of its obligation to extend credit hereunder; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, to operate all or any substantial portion of the business of the Borrower or any of its Subsidiaries, or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 daysdays after the filing thereof, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate Company action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary), and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, days after commencement of the casefiling thereof; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary), to operate all or any substantial portion of the business of Parent or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary), or Parent or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary), or there is commenced against the Parent or any of its Restricted Subsidiaries any such proceeding which remains undismissed for a period of 60 daysdays after the filing thereof, or the Parent or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent or any of its Restricted Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries (other than an Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Restricted Subsidiaries remains undischarged (other than an Immaterial Subsidiary) shall become unable, admit in writing its inability or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of fail generally to pay its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoingdebts as they become due; or

Bankruptcy, etc. The Parent HMC or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent HMC or any of its Subsidiaries and the petition is consented to or acquiesced in by HMC or any of its Subsidiaries, is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 30 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent HMC or any of its Subsidiaries or the Parent HMC or any of its Subsidiaries commences any other proceeding under any bankruptcy, reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent HMC or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent HMC or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 30 days, or the Parent HMC or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is enteredentered and is not vacated or stayed within 30 days; or the Parent HMC or any of its Subsidiaries suffers any appointment of any custodian custodian, receiver, receiver and manager, trustee, monitor or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 30 days; or the Parent HMC or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any partnership and/or corporate action is taken by the Parent HMC or any of its Subsidiaries for the purpose of effecting any of the foregoingforegoing (it being understood that the provisions of this Section 12.05 shall not apply to any Subsidiary of the U.S. Borrower who is a borrower (a) under Non-Recourse Indebtedness in aggregate principal amount of less than or equal to 1% of the Adjusted Total Assets or (b) under other Indebtedness equal to or less than $50,000,000 (or the Dollar Equivalent thereof) but the provisions of this Section 12.05 shall apply to each Significant Subsidiary and, at any time a Canadian Revolving Loan Borrower has any outstanding Canadian Revolving Loans, such Canadian Revolving Loan Borrower); or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries Material Subsidiary shall commence a voluntary case case, proceeding or action concerning itself under (a) Title 11 of the United States Code entitled “Bankruptcy,” ”, or (b) in the case of any Foreign Subsidiary that is a Material Subsidiary, any domestic or foreign law relating to bankruptcy, judicial management, insolvency reorganization or relief of debtors legislation of its jurisdiction of incorporation, in each case as now or hereafter in effect, or any successor thereto (collectively, the “Bankruptcy Code”); or an involuntary case case, proceeding or action is commenced against the Parent Borrower or any of its Subsidiaries Material Subsidiary and the petition is not controverted within 10 days after service commencement of summonsthe case, proceeding or action; or an involuntary case, proceeding or action is commenced against the Borrower or any Material Subsidiary and the petition is not dismissed within 60 days, days after commencement of the case, proceeding or action; or a custodian (as defined in the Bankruptcy Code) ), judicial manager, receiver, receiver manager, trustee or similar person is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Material Subsidiary; or the Parent Borrower or any of its Subsidiaries Material Subsidiary commences any other proceeding or action under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Material Subsidiary; or there is commenced against the Parent Borrower or any of its Subsidiaries Material Subsidiary any such proceeding which or action that remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Subsidiaries Material Subsidiary is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding or action is entered; or the Parent Borrower or any of its Subsidiaries Material Subsidiary suffers any appointment of any custodian receiver, receiver manager, trustee or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries Material Subsidiary makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries Material Subsidiary for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Holdings or any of its Subsidiaries and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries or the Parent Holdings or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Holdings or any of its Subsidiaries or there is commenced against the Parent Holdings or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Holdings or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary) and the petition is not controverted within 10 days after service of summons20 days, or is not dismissed within 60 90 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary); or the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary); or there is commenced against the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary) any such proceeding which remains undismissed for a period of 60 90 days, ; or the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary) suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 90 days; or the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Company, the Delaware Sub or any of its the Company’s other Subsidiaries (other than an Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Company or any of its Subsidiaries (other than an Immaterial Subsidiary) and the petition is not controverted within 10 days after service of summons15 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Company, the Delaware Sub or any of its the Company’s other Subsidiaries (other than an Immaterial Subsidiary) or the Parent Company, the Delaware Sub or any of its the Company’s other Subsidiaries (other than an Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Company, the Delaware Sub or any of its the Company’s other Subsidiaries (other than an Immaterial Subsidiary) or there is commenced against the Parent Company, the Delaware Sub or any of its the Company’s other Subsidiaries (other than an Immaterial Subsidiary) any such proceeding which remains undismissed for a period of 60 days, or the Parent Company, the Delaware Sub or any of its the Company’s other Subsidiaries (other than an Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Company, the Delaware Sub or any of its the Company’s other Subsidiaries (other than an Immaterial Subsidiary) suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Company, the Delaware Sub or any of its the Company’s other Subsidiaries (other than an Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Company, the Delaware Sub or any of its the Company’s other Subsidiaries (other than an Immaterial Subsidiary) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Xxxxxx Xxxxxx Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries and the petition is not controverted within 10 20 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent or Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries or the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries or there is commenced against the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Parent, any of its Subsidiaries or any of its Non-Recourse Subsidiaries for the purpose of effecting any of the foregoing, provided that, in the case of any Non-Recourse Subsidiary, it shall not be a Default or Event of Default under this Section 10.05 unless the aggregate principal amount of all Indebtedness incurred by such Non-Recourse Subsidiary pursuant to Section 9.17 exceeds $15,000,000; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries ---------------- (other than an Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) and the petition is not controverted within 10 days after service of summons15 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) or the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary), or there is commenced against the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries subsidiaries and affiliates shall commence a voluntary case concerning itself under Title 11 any bankruptcy or reorganization proceeding under the Laws of Argentina (including a "concurso preventivo" in accordance with the provisions of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, Argentine Bankruptcy Law) or any successor thereto other jurisdiction (other than an Acuerdo Preventivo Extrajudicial in accordance with the “provisions of the Argentine Bankruptcy Code”Law); or an involuntary case under any such Laws ("pedido de quiebra") is commenced against the Parent Borrower or any of its Subsidiaries subsidiaries and affiliates, and the petition is Borrower or its subsidiaries and affiliates do not controverted within 10 days after service of summons, obtain dismissal thereof or is do not dismissed within 60 days, after commencement of contest it in good faith in the casefirst available opportunity provided under Argentine Bankruptcy Law; or a custodian the Borrower or its subsidiaries is (or are as defined in the Bankruptcy Codecase may be) is appointed for, or takes charge of, all or substantially all of the property of the Parent or any of its Subsidiaries or the Parent or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent or any of its Subsidiaries or there is commenced against the Parent or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent or any of its Subsidiaries is adjudicated insolvent or bankrupt; , or any order other of relief or other order approving any such case or proceeding is enteredentered after execution of any indenture, mortgage, deed of trust, credit agreement, loan agreement or any other agreement or instrument entered in connection with the refinancing of the indebtedness of the Borrower; the Borrower becomes into cesacion de pagos as provided in Sections 78 and 79 of Argentine Bankruptcy Law No. 24,522 as amended; or the Parent Borrower or any of its Subsidiaries subsidiaries suffers any appointment of any custodian or the like for it (or them, as the case may be) or any substantial part of their (or their, as the case may be) property and, to the extend applicable law permits the Borrower or its property to continue undischarged or subsidiaries and undercharged and/or unstayed for a period of 60 ten (10) calendar days; or the Parent Borrower or any of its Subsidiaries subsidiaries and affiliates makes (or make as the case may be) a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries subsidiaries and affiliates for the purpose of effecting any of the foregoing; oror after execution of any other agreement or instrument entered in connection with the refinancing of its (or theirs, as the case may be) indebtedness, Borrower or its subsidiaries and affiliates shall generally not pay their debts as they become due or shall admit in writing their inability to pay their debts as they become due.

Bankruptcy, etc. The Parent Holdings, the MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against Holdings, the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), and the petition is not controverted within 10 days after service of summons21 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) ), receiver, receiver-manager, trustee, monitor is appointed for, or takes charge of, all or substantially all of the property of Holdings, the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), or Holdings, the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), commences any other proceeding under any reorganization, bankruptcy, insolvency, arrangement, winding-up, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holdings, the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), or there is commenced against Holdings, the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) any such proceeding which remains undismissed for a period of 60 days, or Holdings, the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Holdings, the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), suffers any appointment of any custodian custodian, receiver, receiver-manager, trustee, monitor or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or Holdings, the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), makes a general assignment for the benefit of creditors; or any petition corporate, limited liability company or similar action is presented (and in taken by the case of a petition presented by a Person other than the Parent Borrower or any of its Subsidiaries remains undischarged (other than any Immaterial Subsidiary, whether or unstayed for a period of 60 daysnot so designated); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Material Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Material Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Material Subsidiaries; or the Parent Borrower or any of its Material Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Material Subsidiaries; or there is commenced against the Parent Borrower or any of its Material Subsidiaries any such proceeding which remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Material Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Material Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Material Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Material Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings, the Borrower or any of its their respective Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of Holdings, the Parent Borrower or any of its Subsidiaries their respective Subsidiaries, or Holdings, the Parent Borrower or any of its their respective Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holdings, the Parent Borrower or any of its Subsidiaries their respective Subsidiaries, or there is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or Holdings, the Parent Borrower or any of its their respective Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Holdings, the Parent Borrower or any of its their respective Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or Holdings, the Parent Borrower or any of its their respective Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by Holdings, the Parent Borrower or any of its their respective Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary), and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary), or the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary) (including, but not limited to, in the case of the Captive Insurance Company, Article 74 of the New York Insurance Law), or there is commenced against the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary) any such proceeding which remains undismissed for a period of 60 days, or the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary) suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Holdings or any of its Subsidiaries (other than an Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition corporate, limited liability company or similar action is presented (and in the case of a petition presented taken by a Person other than the Parent Holdings or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries (other than an Immaterial Subsidiary) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Guarantor or any of its Subsidiaries (other than an Insignificant Subsidiary) shall commence a voluntary case concerning itself under Title 7 or 11 of the United States Code entitled “"Bankruptcy,” ", as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Guarantor or any of its Subsidiaries (other than an Insignificant Subsidiary) and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Guarantor or any of its Subsidiaries (other than an Insignificant Subsidiary); or the Parent Guarantor or any of its Subsidiaries (other than an Insignificant Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Guarantor or any of its Subsidiaries (other than an Insignificant Subsidiary); or there is commenced against the Parent Guarantor or any of its Subsidiaries (other than an Insignificant Subsidiary) any such case or proceeding which remains undismissed for a period of 60 days, ; or the Parent Guarantor or any of its Subsidiaries (other than an Insignificant Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Guarantor or any of its Subsidiaries (other than an Insignificant Subsidiary) suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Guarantor or any of its Subsidiaries (other than an Insignificant Subsidiary) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Guarantor or any of its Subsidiaries (other than an Insignificant Subsidiary) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Any Credit Party or any of its Subsidiaries Subsidiary which owns one or more Rigs shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent any Credit Party or any of its Subsidiaries Subsidiary which owns one or more Rigs and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent any Credit Party or any of its Subsidiaries Subsidiary which owns one or the Parent more Rigs or any of its Subsidiaries Credit Party or any Subsidiary which owns one or more Rigs commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction (other than as permitted pursuant to Section 10.02) whether now or hereafter in effect relating to the Parent any Credit Party or any of its Subsidiaries Subsidiary which owns one or more Rigs or there is commenced against the Parent any Credit Party or any of its Subsidiaries Subsidiary which owns one or more Rigs, any such proceeding which remains undismissed for a period of 60 days, or the Parent any Credit Party or any of its Subsidiaries Subsidiary which owns one or more Rigs is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent any Credit Party or any of its Subsidiaries Subsidiary which owns one or more Rigs suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent any Credit Party or any of its Subsidiaries Subsidiary which owns one or more Rigs makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent any Credit Party or any of its Subsidiaries Subsidiary which owns one or more Rigs remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent Credit Party or any of its Subsidiaries Subsidiary which owns one or more Rigs for its winding up or dissolution or the appointment of a liquidator of any of the Parent Credit Party or any of its SubsidiariesSubsidiary which owns one or more Rigs; or any corporate action is taken by the Parent any Credit Party or any of its Subsidiaries for the purpose of effecting Subsidiary which owns one or more Rigs authorizing any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries Subsidiaries, shall commence a voluntary case concerning itself under Title 11 of the United States Bankruptcy Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto or any similar legislation in any other applicable jurisdiction (collectively, the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries Subsidiaries, and the petition or application is not controverted contested within 10 days after service commencement of summonsthe case; or an involuntary case is commenced against the Borrower or any of its Subsidiaries, and the petition or application is not dismissed within 60 days, 45 days after commencement of the case; or a receiver, trustee, liquidator, custodian (as defined in the Bankruptcy Code) or similar official is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, or the Parent Borrower or any of its Subsidiaries Subsidiaries, commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries; or there is commenced against the Parent Borrower or any of its Subsidiaries Subsidiaries, any such proceeding which that remains undismissed for a period of 60 45 days, ; or the Parent Borrower or any of its Subsidiaries Subsidiaries, is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries Subsidiaries, makes a general assignment for the benefit of creditors, files under the Bankruptcy Act or takes a similar action under the Bankruptcy Act; or any petition corporate or similar action is presented (and in taken by the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent Borrower or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries , for the purpose of effecting any of the foregoing; oror the Borrower or any of its Subsidiaries, is unable to pay its debts as they fall due, or makes a general assignment for the benefit of or a composition with its creditors generally; or the Borrower or any of its Subsidiaries, takes any corporate or similar action or other steps are taken or legal proceedings are started for its winding-up, dissolution, administration or insolvent re-organization or for the appointment of a liquidator, administrator or administrative receiver of it.

Bankruptcy, etc. The Parent HHRI or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent HHRI or any of its Subsidiaries and the petition is consented to or acquiesced in by HHRI or any of its Subsidiaries, is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent HHRI or any of its Subsidiaries or the Parent HHRI or any of its Subsidiaries commences any other proceeding under any bankruptcy, reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent HHRI or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent HHRI or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent HHRI or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is enteredentered and is not vacated or stayed within 60 days; or the Parent HHRI or any of its Subsidiaries suffers any appointment of any custodian custodian, receiver, receiver and manager, trustee, monitor or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent HHRI or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any partnership and/or corporate action is taken by the Parent HHRI or any of its Subsidiaries for the purpose of effecting any of the foregoingforegoing (it being understood that the provisions of this Section 12.05 shall not apply to any Subsidiary of the U.S. Borrower who is a borrower (a) under Non-Recourse Indebtedness in aggregate principal amount of less than or equal to 1% of the Adjusted Total Assets or (b) under other Indebtedness equal to or less than $50,000,000 (or the Dollar Equivalent thereof) but the provisions of this Section 12.05 shall apply to each Significant Subsidiary and, at any time a Canadian Revolving Loan Borrower has any outstanding Canadian Revolving Loans, such Canadian Revolving Loan Borrower); or

Bankruptcy, etc. The Parent or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an i) An involuntary case is or other proceeding shall be commenced against the Parent Borrower or any of Subsidiary (other than Xxxxxx CFEM Facades (UK) Ltd.) seeking liquidation, reorganization or other relief with respect to it or its Subsidiaries and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent or any of its Subsidiaries or the Parent or any of its Subsidiaries commences any other proceeding debts under any reorganizationapplicable bankruptcy, arrangementinsolvency, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation reorganization or similar law of any jurisdiction whether now or hereafter in effect relating to seeking the Parent or any of its Subsidiaries or there is commenced against the Parent or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent or any of its Subsidiaries suffers any appointment of any custodian a custodian, receiver, liquidator, assignee, trustee, sequestrator or the like for similar official of it or any substantial part of its property to continue undischarged property, and such involuntary case or other proceeding shall remain undismissed and unstayed for a period of more than 60 days; or an order or decree approving or ordering any of the Parent foregoing shall be entered and continued unstayed and in effect, or (ii) the Borrower or any Subsidiary (other than Xxxxxx CFEM Facades (UK) Ltd.) shall commence a voluntary case or proceeding under any applicable bankruptcy, insolvency, reorganization or similar law or any other case or proceeding to be adjudicated a bankrupt or insolvent, or any of its Subsidiaries makes them shall consent to the entry of a general decree or order for relief in respect of the Borrower or any such Subsidiary in an involuntary case or proceeding under any applicable bankruptcy, insolvency, reorganization or other similar law or to the commencement of any bankruptcy or insolvency case or proceeding against any of them, or any of them shall file a petition or answer or consent seeking reorganization or relief under any applicable law, or any of them shall consent to the filing of such petition or to the appointment of or taking possession by a custodian, receiver, liquidator, assignee, trustee, sequestrator or similar official of the Borrower or any such Subsidiary or any substantial part of their respective property, or any of them shall make an assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent , or any of them shall admit in writing its Subsidiaries remains undischarged inability to pay its debts generally as they become due, or unstayed for a period of 60 days); the Borrower or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator such Subsidiary shall take corporate action in furtherance of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoing; orsuch action.

Bankruptcy, etc. The Parent Holdings, the Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against Holdings, the Parent Lead Borrower or any of its Subsidiaries Restricted Subsidiaries, and the petition is not controverted within 10 days after service of summons21 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) ), receiver, receiver-manager, trustee, monitor is appointed for, or takes charge of, all or substantially all of the property of Holdings, the Parent Lead Borrower or any of its Subsidiaries Restricted Subsidiaries, or Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries commences any other proceeding under any reorganization, bankruptcy, insolvency, arrangement, winding-up, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holdings, the Parent Lead Borrower or any of its Subsidiaries Restricted Subsidiaries, or there is commenced against Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any of its Restricted Subsidiaries suffers any appointment of any custodian custodian, receiver, receiver-manager, trustee, monitor or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent corporate, limited liability company or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate similar action is taken by the Parent Lead Borrower or any of its Restricted Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” ", as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries; or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent or any of its Subsidiaries Subsidiaries; or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary) and the petition is not controverted within 10 days after service of summonsthirty (30) days, or is not dismissed within 60 days, sixty (60) days after commencement of the casefiling thereof; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary) to operate all or any substantial portion of the Parent business of the Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary) or the Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary) or there is commenced against the Parent Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary) any such proceeding which remains undismissed for a period of 60 dayssixty (60) days after the filing thereof, or the Parent Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Restricted Subsidiaries suffers (other than any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate Company action is taken by the Parent Borrower or any of its Restricted Subsidiaries for the purpose of effecting (other than any Immaterial Subsidiary) authorizing any of the foregoing; or

Bankruptcy, etc. The Parent Holdings or any of its Subsidiaries (excluding Insignificant Subsidiaries) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”)") or shall consent to the filing of any petition against it under any such law; or an involuntary case is commenced against the Parent Holdings or any of its Subsidiaries (excluding Insignificant Subsidiaries) and the petition is not controverted within 10 days after service of summons15 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Holdings or any of its Subsidiaries (excluding Insignificant Subsidiaries), or the Parent Holdings or any of its Subsidiaries (excluding Insignificant Subsidiaries) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Holdings or any of its Subsidiaries (excluding Insignificant Subsidiaries), or there is commenced against the Parent Holdings or any of its Subsidiaries (excluding Insignificant Subsidiaries) any such proceeding which remains undismissed for a period of 60 days, or the Parent Holdings or any of its Subsidiaries (excluding Insignificant Subsidiaries) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any of its Subsidiaries (excluding Insignificant Subsidiaries) suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Holdings or any of its Subsidiaries (excluding Insignificant Subsidiaries) makes a general assignment for the benefit of creditors; or any petition corporate action is presented (and in the case of a petition presented taken by a Person other than the Parent Holdings or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its (excluding Insignificant Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries ) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent VHS Holdco I or any of its Subsidiaries (other than Immaterial Subsidiaries) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent VHS Holdco I or any of its Subsidiaries (other than Immaterial Subsidiaries) and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent VHS Holdco I or any of its Subsidiaries (other than Immaterial Subsidiaries) or the Parent VHS Holdco I or any of its Subsidiaries (other than Immaterial Subsidiaries) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent VHS Holdco I or any of its Subsidiaries (other than Immaterial Subsidiaries) (except in the case of any winding-up or liquidation of any such Subsidiary (other than any Credit Agreement Party) to the extent same is permitted under Section 9.02), or there is commenced against the Parent VHS Holdco I or any of its Subsidiaries (other than Immaterial Subsidiaries) any such proceeding which remains undismissed for a period of 60 days, or VHS Holdco I, the Parent Borrower or any of its Subsidiaries (other than Immaterial Subsidiaries) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent VHS Holdco I or any of its Subsidiaries (other than Immaterial Subsidiaries) suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent VHS Holdco I or any of its Subsidiaries (other than Immaterial Subsidiaries) makes a general assignment for the benefit of creditors; or any petition corporate action is presented (and in the case of a petition presented taken by a Person other than the Parent VHS Holdco I or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its (other than Immaterial Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries ) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), and the petition is not controverted within 10 days after service of summons21 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) ), receiver, receiver-manager, trustee, monitor is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), or the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), commences any other proceeding under any reorganization, bankruptcy, insolvency, arrangement, winding-up, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), or there is commenced against the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), suffers any appointment of any custodian custodian, receiver, receiver-manager, trustee, monitor or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), makes a general assignment for the benefit of creditors; or any petition corporate, limited liability company or similar action is presented (and in taken by the case of a petition presented by a Person other than the Parent Borrower or any of its Subsidiaries remains undischarged (other than any Immaterial Subsidiary, whether or unstayed for a period of 60 daysnot so designated); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Any Credit Party or any Material Subsidiary of its Subsidiaries the Company shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company, and the petition is not controverted within 10 days after service of summons30 days, or is not dismissed within 60 daysdays after the filing thereof, after commencement provided, however, that during the pendency of the casesuch period, each Lender shall be relieved of its obligation to extend credit hereunder; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent any Credit Party or any Material Subsidiary of its Subsidiaries or the Parent Company, to operate all or any substantial portion of its Subsidiaries the business any Credit Party or any Material Subsidiary of the Company, or any Credit Party or any Material Subsidiary of the Company commences any other proceeding under in relation to any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, bankruptcy, insolvency or liquidation any analogous procedure or similar law of step is taken in any jurisdiction whether now or hereafter in effect relating to the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company (including under any Dutch Insolvency Law), or there is commenced against the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company any such proceeding which remains undismissed for a period of 60 daysdays after the filing thereof, or the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company is adjudicated or deemed under applicable law insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; (including the entry of an order of relief against it or for the Parent or any of its Subsidiaries suffers any appointment of any a receiver, controller, receiver-manager, trustee, monitor, custodian or the like similar official for it or for any substantial part of its property to continue undischarged or unstayed for a period of 60 daysproperty) is entered; or the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate Business action is taken by the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company for the purpose of effecting any of the foregoing; or with respect to a Dutch Credit Party, if it files a notice under section 36 of the Tax Collection Act of the Netherlands (Invorderingswet 1990); or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction jurisdiction, whether now or hereafter in effect effect, relating to the Parent Borrower or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; provided, however, that Borrower hereby agrees that during the period from the Effective Date and thereafter for so long as this Agreement is in effect, if a voluntary or involuntary petition is filed commencing a proceeding under any Chapter of the Bankruptcy Code relating to Borrower or any of its Subsidiaries (such entity or entities, individually and/or collectively referred to for the purpose of this Section 8.05 as the "Debtor") the Debtor will discuss and cooperate with the Lenders in good faith to permit the Lenders to provide debtor-in-possession financing on terms and conditions mutually agreeable to the parties ("Mutually Agreeable DIP Financing"), and the Debtor will petition the applicable bankruptcy court (i) to request that the Lenders be authorized (if the Lenders consent and agree) to provide Mutually Agreeable DIP Financing and senior priming liens to the Debtor pursuant to, without limitation, Bankruptcy Code ss. 364, 11 U.S.C.(S)364 and (ii) for the Loans to be refinanced as part of the proposed Mutually Agreeable DIP Financing. If after such discussion and cooperation in good faith, Borrower and the Lenders do not agree to a Mutually Agreeable DIP Financing, the Lenders shall subsequently have the right of first refusal to provide debtor-in-possession financing and senior priming liens to the Debtor pursuant to, without limitation, Bankruptcy Code(S)364, 11 U.S.C. (S) 364, on the same terms and conditions as may be offered by any other third-party lender (and the Debtor shall so petition the bankruptcy court to request that the Lenders be approved to provide such debtor-in-possession financing if they exercise their right of first refusal); or

Bankruptcy, etc. The Parent Any Credit Party or any of its Material Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case under the Bankruptcy Code is commenced against the Parent any Credit Party or any of its Material Subsidiaries and the petition therefor is not controverted within 10 days after service of summonsnotice of such case on such Credit Party or such Material Subsidiary, or is not dismissed within 60 days, days after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent any Credit Party or any of its Subsidiaries Material Subsidiaries; or the Parent any Credit Party or any of its Material Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent any Credit Party or any of its Subsidiaries Material Subsidiaries; or there is commenced against the Parent any Credit Party or any of its Material Subsidiaries any such proceeding which remains undismissed for a period of 60 days, ; or the Parent any Credit Party or any of its Material Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent any Credit Party or any of its Material Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent any Credit Party or any of its Material Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent any Credit Party or any of its Material Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings, the Borrower or any of its their respective Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries and the petition is not controverted within 10 days after service of summons15 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of Holdings, the Parent Borrower or any of its their respective Subsidiaries or Holdings, the Parent Borrower or any of its their respective Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holdings, the Parent Borrower or any of its their respective Subsidiaries or there is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or Holdings, the Parent Borrower or any of its their respective Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Holdings, the Parent Borrower or any of its their respective Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or Holdings, the Parent Borrower or any of its their respective Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by Holdings, the Parent Borrower or any of its their respective Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries Subsidiaries, and the petition is not controverted within 10 days after service of summons90 days, or is not dismissed within 60 90 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries which custodian is not dismissed within 90 days after the date of such appointment or the Parent date such custodian takes charge, or Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 90 days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankruptbankrupt in a final non-appealable judgement by a court of competent jurisdiction; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 90 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent corporate, limited liability company or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate similar action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”)Debtor Relief Law; or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries); or the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) commences (including by way of applying for or consenting to the appointment of, or the taking of possession by, a rehabilitator, receiver, custodian, trustee, conservator, liquidator or provisional liquidator (collectively, a “conservator”) or, for the purposes of United Kingdom law, an administrator or administrative receiver, of itself or all or any substantial portion of its property) any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation insolvency, liquidation, rehabilitation, supervision, conservatorship or similar law of any jurisdiction jurisdiction, Part XIII of the Bermuda Companies Law and the Companies (Winding-Up) Rule 1982 (as amended) or U.K. Insolvency Act whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries); or there any such proceeding is commenced against (i) any Regulated Insurance Company (other than any Regulated Insurance Company that is an Insignificant Subsidiary) which is engaged in the business of underwriting insurance and/or reinsurance in the United States, or (ii) the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries or any Regulated Insurance Company described in the immediately preceding clause (i)) to the extent such proceeding which is consented to by such Person, and in the case of either clause (i) or (ii) remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or (x) any Regulated Insurance Company (other than any Regulated Insurance Company that is an Insignificant Subsidiary) which is engaged in the business of underwriting insurance and/or reinsurance in the United States suffers any appointment of any conservator or the like for it or any substantial part of its property, or (y) the Parent Borrower or any of its Subsidiaries suffers (other than Insignificant Subsidiaries or any Regulated Insurance Company 103 described in the immediately preceding clause (x)) consents to any appointment of any custodian conservator or the like for it or any substantial part of its property to continue which continues undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Company or any of its Subsidiaries shall (each, an “Obligor”) shall: (a) commence a voluntary case concerning itself under Title 11 the Bankruptcy Code or authorize, by appropriate proceedings of its board of directors or other governing body, the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto commencement of such a voluntary case; (the “Bankruptcy Code”); or b) (i) have filed against it a petition commencing an involuntary case is commenced against under the Parent or any of its Subsidiaries and Bankruptcy Code that shall not have been dismissed within 90 days after the date on which such petition is not controverted within 10 days after service of summonsfiled, or is not dismissed (ii) file an answer or other pleading within 60 dayssuch 90-day period admitting or failing to deny the material allegations of such a petition or seeking, after commencement of consenting to or acquiescing in the case; relief therein provided, or a custodian (as defined iii) have entered against it an order for relief in any involuntary case commenced under the Bankruptcy Code; (c) is appointed forseek relief as a debtor under any applicable law, other than the Bankruptcy Code, of any jurisdiction relating to the liquidation or reorganization of debtors or to the modification or alteration of the rights of creditors, or takes charge consent to or acquiesce in such relief; (d) have entered against it an order by a court of competent jurisdiction (i) finding it to be bankrupt or insolvent, (ii) ordering or approving its liquidation or reorganization as a debtor or any modification or alteration of the rights of its creditors or (iii) assuming custody of, or appointing a receiver or other custodian for, all or substantially all of the property of the Parent or any a substantial portion of its Subsidiaries or the Parent or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent or any of its Subsidiaries or there is commenced against the Parent or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent or any of its Subsidiaries is adjudicated insolvent or bankruptproperty; or any order of relief or other order approving any such case or proceeding is entered; or the Parent or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries makes a general (e) make an assignment for the benefit of of, or enter into a composition with, its creditors; , or any petition is presented (and in appoint, or consent to the case of appointment of, or suffer to exist a petition presented by receiver or other custodian for, all or a Person other than the Parent or any substantial portion of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding upproperty, dissolution or then, (i) upon the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator occurrence of any Event of Default described in Section 2.2 with respect to the Parent Company, the unpaid principal amount of this Note, together with accrued interest thereon, shall automatically become immediately due and payable, without presentment, demand, protest or other requirements of any kind, all of its Subsidiaries; or any corporate action is taken which are hereby expressly waived by the Parent Company, and (ii) upon the occurrence of any other Event of Default the Noteholder may, upon prior written notice to the Administrative Agent (if the Credit Agreement is then still in effect), and upon written notice to the Company, declare this Note to be due and payable, whereupon the principal amount of this Note, together with accrued interest thereon, shall automatically become immediately due and payable, without any other notice of any kind, and without presentment, demand, protest or other requirements of any kind, all of its Subsidiaries for which are hereby expressly waived by the purpose Company; provided, however, that the acceleration of effecting any principal and interest with respect to this Note and the exercise of judicial and foreclosure remedies shall be subject to the foregoing; orrestrictions in Section 3 below.

Bankruptcy, etc. The Parent Borrower or any of its Material Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Material Subsidiaries and the petition is not controverted within 10 30 days after service of summons (or such longer period as may be provided by such summons), or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Material Subsidiaries, or the Parent Borrower or any of its Material Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Material Subsidiaries or there is commenced against the Parent Borrower or any of its Material Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Material Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent or any of its Material Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Material Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Material Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Material Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Material Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Material Subsidiaries; or the Parent Borrower or any of its Material Subsidiaries commences any other proceeding under any reorganization, bankruptcy, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Material Subsidiaries, or there is commenced against the Parent Borrower or any of its Material Subsidiaries any such proceeding which remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Material Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Material Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Material Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Material Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed or discharged, within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed or undischarged for a period of 60 days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries Specified Subsidiary shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”"BANKRUPTCY CODE"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries Specified Subsidiary and the petition is not controverted within 10 days after service commencement of summons, the case; or an involuntary case is commenced against the Borrower or any Specified Subsidiary and the petition is not dismissed within 60 days, days after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Specified Subsidiary; or the Parent Borrower or any of its Subsidiaries Specified Subsidiary commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Specified Subsidiary; or there is commenced against the Parent Borrower or any of its Subsidiaries Specified Subsidiary any such proceeding which that remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Subsidiaries Specified Subsidiary is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries Specified Subsidiary suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries Specified Subsidiary makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries Specified Subsidiary for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Material Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Material Subsidiaries and the petition is not controverted within 10 days after service of summonsnotice of such case on the Borrower or such Material Subsidiary, or is not dismissed within 60 days, days after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Material Subsidiaries; or the Parent Borrower or any of its Material Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Material Subsidiaries; or there is commenced against the Parent Borrower or any of its Material Subsidiaries any such proceeding which remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Material Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Material Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Material Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Material Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings, the Borrower or any of its their respective Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of Holdings, the Parent Borrower or any of its Subsidiaries their respective Subsidiaries; or Holdings, the Parent Borrower or any of its their respective Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holdings, the Parent Borrower or any of its Subsidiaries their respective Subsidiaries; or there is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries any such case or proceeding which remains undismissed for a period of 60 days; or Holdings, or the Parent Borrower or any of its their respective Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Holdings, the Parent Borrower or any of its their respective Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or Holdings, the Parent Borrower or any of its their respective Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by Holdings, the Parent Borrower or any of its their respective Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary), and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days45 days after the filing thereof, after commencement provided, however, that during the pendency of the casesuch period, each Lender shall be relieved of its obligation to extend credit hereunder; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary), to operate all or any substantial portion of the Parent business of the Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary), or the Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary), or there is commenced against the Parent Borrower or any of its Subsidiaries (other than an Immaterial Subsidiary) any such proceeding which remains undismissed for a period of 60 days45 days after the filing thereof, or the Parent Borrower or any of its Subsidiaries is (other than an Immaterial Subsidiary) adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries (other than an Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition Company action is presented (and in taken by the case of a petition presented by a Person other than the Parent Borrower or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries (other than an Immaterial Subsidiary) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), and the petition is not controverted within 10 days after service of summons21 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) ), receiver, receiver-manager, trustee, monitor is appointed for, or takes charge of, all or substantially all of the property of the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), or the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), commences any other proceeding under any reorganization, bankruptcy, insolvency, arrangement, winding-up, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), or there is commenced against the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) any such proceeding which remains undismissed for a period of 60 days, or the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), suffers any appointment of any custodian custodian, receiver, receiver-manager, trustee, monitor or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent MLP, the Borrower or any of its Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), makes a general assignment for the benefit of creditors; or any petition corporate, limited liability company or similar action is presented (and in taken by the case of a petition presented by a Person other than the Parent Borrower or any of its Subsidiaries remains undischarged (other than any Immaterial Subsidiary, whether or unstayed for a period of 60 daysnot so designated); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 thirty (30) days after service of summons (or such longer period as may be provided by such summons), or is not dismissed within 60 sixty (60) days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 sixty (60) days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 sixty (60) days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Significant Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Significant Subsidiaries and the petition is not controverted within 10 days after service of summons15 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Significant Subsidiaries, or the Parent Borrower or any of its Significant Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency insolvency, receivership, administration or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Significant Subsidiaries, or there is commenced against the Parent Borrower or any of its Significant Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Significant Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Significant Subsidiaries suffers any appointment of any custodian custodian, administrator, administrative receiver or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Significant Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Significant Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings or any of its Restricted Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Holdings or any of its Subsidiaries Restricted Subsidiaries, and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days45 days after the filing thereof, after commencement provided, however, that during the pendency of the casesuch period, each Lender shall be relieved of its obligation to extender credit hereunder; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Holdings or any of its Subsidiaries Restricted Subsidiaries, to operate all or any substantial portion of the Parent business of Holdings or any of its Restricted Subsidiaries, or Holdings or any of its Restricted Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Holdings or any of its Subsidiaries Restricted Subsidiaries, or there is commenced against the Parent Holdings or any of its Restricted Subsidiaries any such proceeding which remains undismissed for a period of 60 days45 days after the filing thereof, or the Parent Holdings or any of its Restricted Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Restricted Subsidiaries makes a general assignment for the benefit of creditors; or any petition action is presented (and in the case of a petition presented taken by a Person other than the Parent Holdings or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Restricted Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Material Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Material Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Material Subsidiaries; or the Parent Borrower or any of its Material Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Material Subsidiaries; or there is commenced against the Parent Borrower or any of its Material Subsidiaries any such proceeding which remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Material Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Material Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Material Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Material Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries); or the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) commences (including by way of applying for or consenting to the appointment of, or the taking of possession by, a rehabilitator, receiver, custodian, trustee, conservator or liquidator (collectively, a “conservator”) of itself or all or any substantial portion of its property) any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation insolvency, liquidation, rehabilitation, supervision, conservatorship or similar law of any jurisdiction or the Bermuda Companies Law whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries); or there any such proceeding is commenced against (a) any Regulated Insurance Company (other than any Regulated Insurance Company that is an Insignificant Subsidiary) which is engaged in the business of underwriting insurance and/or reinsurance in the United States, or (b) the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries or any Regulated Insurance Company described in the immediately preceding clause (a)) to the extent such proceeding which is consented to by such Person, and in the case of either clause (a) or (b) remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or (x) any Regulated Insurance Company (other than any Regulated Insurance Company that is an Insignificant Subsidiary) which is engaged in the business of underwriting insurance and/or reinsurance in the United States suffers any appointment of any conservator or the like for it or any substantial part of its property, or (y) the Parent Borrower or any of its Subsidiaries suffers (other than Insignificant Subsidiaries or any Regulated Insurance Company described in the immediately preceding clause (x)) consents to any appointment of any custodian conservator or the like for it or any substantial part of its property to continue which continues undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries (other than Insignificant Subsidiaries) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Any Credit Party or any Material Subsidiary of its Subsidiaries the Company shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company, and the petition is not controverted within 10 days after service of summons30 days, or is not dismissed within 60 daysdays after the filing thereof, after commencement provided, however, that during the pendency of the casesuch period, each Lender shall be relieved of its obligation to extend credit hereunder; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent any Credit Party or any Material Subsidiary of its Subsidiaries or the Parent Company, to operate all or any substantial portion of its Subsidiaries the business any Credit Party or any Material Subsidiary of the Company, or any Credit Party or any Material Subsidiary of the Company commences any other proceeding under in relation to any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, bankruptcy, insolvency or liquidation any analogous procedure or similar law of step is taken in any jurisdiction whether now or hereafter in effect relating to the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company (including under any Dutch Insolvency Law or UK Insolvency Law), or there is commenced against the Parent any 171 Credit Party or any Material Subsidiary of its Subsidiaries the Company any such proceeding which remains undismissed for a period of 60 daysdays after the filing thereof, or the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company is adjudicated or deemed under applicable law insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; (including the entry of an order of relief against it or for the Parent or any of its Subsidiaries suffers any appointment of any a receiver, controller, receiver-manager, trustee, monitor, custodian or the like similar official for it or for any substantial part of its property to continue undischarged or unstayed for a period of 60 daysproperty) is entered; or the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate Business action is taken by the Parent any Credit Party or any Material Subsidiary of its Subsidiaries the Company for the purpose of effecting any of the foregoing; or with respect to a Dutch Credit Party, if it files a notice under section 36 of the Tax Collection Act of the Netherlands (Invorderingswet 1990); or

Bankruptcy, etc. The Parent Holdings, the Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) ), receiver, receiver-manager, trustee, monitor is appointed for, or takes charge of, all or substantially all of the property of Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), or Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) commences any other proceeding under any reorganization, bankruptcy, insolvency, arrangement, winding-up, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), or there is commenced against Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) any such proceeding which remains undismissed for a period of 60 days, or Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) suffers any appointment of any custodian custodian, receiver, receiver-manager, trustee, monitor or the like for it or any substantial part of its property to continue undischarged or unstayed un-stayed for a period of 60 days; or Holdings, the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) makes a general assignment for the benefit of creditors; or any petition corporate, limited liability company or similar action is presented (and in taken by Holdings, the case of a petition presented by a Person other than the Parent Lead Borrower or any of its Restricted Subsidiaries remains undischarged (other than any Immaterial Subsidiary, whether or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries not so designated) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings or any of its Subsidiaries shall ---------------- commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” ", as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”)") or under any similar law of any jurisdiction; or an involuntary case is commenced against the Parent Holdings or any of its Subsidiaries and the petition is not controverted within 10 days after service of summons20 days, or is not dismissed within 60 days, after commencement of the case; or a receiver or custodian (as defined in the Bankruptcy CodeCode or in any similar law of any jurisdiction) is appointed for, or takes charge of, all or substantially all of the property of the Parent Holdings or any of its Subsidiaries Subsidiaries; or the Parent Holdings or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Holdings or any of its Subsidiaries Subsidiaries; or there is commenced against the Parent Holdings or any of its Subsidiaries any such proceeding which that remains undismissed for a period of 60 days, ; or the Parent Holdings or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any of its Subsidiaries suffers any appointment of any receiver, custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Holdings or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate Company action is taken by the Parent Holdings or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings or any of its Restricted Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Holdings or any of its Subsidiaries Restricted Subsidiaries, and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days45 days after the filing thereof, after commencement provided, however, that during the pendency of the casesuch period, each Lender shall be relieved of its obligation to extend credit hereunder; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Holdings or any of its Subsidiaries Restricted Subsidiaries, to operate all or any substantial portion of the Parent business of Holdings or any of its Restricted Subsidiaries, or Holdings or any of its Restricted Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Holdings or any of its Subsidiaries Restricted Subsidiaries, or there is commenced against the Parent Holdings or any of its Restricted Subsidiaries any such proceeding which remains undismissed for a period of 60 days45 days after the filing thereof, or the Parent Holdings or any of its Restricted Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Holdings or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Restricted Subsidiaries makes a general assignment for the benefit of creditors; or any petition Business action is presented (and in the case of a petition presented taken by a Person other than the Parent Holdings or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Restricted Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings, the Borrower or any of its their respective Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” ", as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries and the petition is not controverted within 10 days after service of summons15 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of Holdings, the Parent Borrower or any of its their respective Subsidiaries or Holdings, the Parent Borrower or any of its their respective Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holdings, the Parent Borrower or any of its their respective Subsidiaries or there is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or Holdings, the Parent Borrower or any of its their respective Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Holdings, the Parent Borrower or any of its their respective Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or Holdings, the Parent Borrower or any of its their respective Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by Holdings, the Parent Borrower or any of its their respective Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holding, the Borrower or any of its Subsidiaries ---------------- shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against Holding, the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 days after service of summons30 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of Holding, the Parent Borrower or any of its Subsidiaries Subsidiaries; or Holding, the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holding, the Parent Borrower or any of its Subsidiaries such Subsidiary; or there is commenced against Holding, the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days; or Holding, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Holding, the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or Holding, the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by Holding, the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent (i) Any Loan Party or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or (ii) an involuntary case is commenced against the Parent any Loan Party or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or (iii) a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent any Loan Party or any of its Subsidiaries or the Parent any Loan Party or any of its Subsidiaries commences any other proceeding proceedings under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent any Loan Party or any of its Subsidiaries or there is commenced against the Parent any Loan Party or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent or any of its Subsidiaries is adjudicated insolvent or bankrupt; or (iv) any order of relief or other order approving any such case or proceeding is entered; or the Parent (v) any Loan Party or any of its Subsidiaries is adjudicated insolvent or bankrupt; or (vi) any Loan Party or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent (vii) any Loan Party or any of its Subsidiaries makes a general assignment for the benefit of creditors; or (viii) any petition is presented (and in the case of a petition presented by a Person other than the Parent Loan Party or any of its Subsidiaries remains undischarged shall fail to pay, or unstayed for a period of 60 days)shall state that it is unable to pay, or shall be unable to pay, its debts generally as they become due; or (ix) any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent Loan Party or any of its Subsidiaries for shall call a meeting of its winding up creditors with a view to arranging a composition or dissolution adjustment of its debts; or the appointment of a liquidator of (x) any of the Parent Loan Party or any of its SubsidiariesSubsidiaries CKE FIFTH AMENDED AND RESTATED CREDIT AGREEMENT shall by any act or failure to act consent to, approve of or acquiesce in any of the foregoing; or (xi) any corporate action is taken by the Parent any Loan Party or any of its Subsidiaries for the purpose of effecting any of the foregoing; or.

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries; or the Parent Borrower or any of its Subsidiaries commences (including by way of applying for or consenting to the appointment of, or the taking of possession by, a rehabilitator, receiver, custodian, trustee, conservator or liquidator (collectively, a “conservator”) of itself or all or any substantial portion of its property) any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation insolvency, liquidation, rehabilitation, conservatorship or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries; or any such proceeding is commenced against the Borrower or any of its Subsidiaries or there is commenced against the Parent or any of its Subsidiaries any such proceeding which and remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or (a) any Regulated Insurance Company which is engaged in the Parent business of underwriting insurance and/or reinsurance in the United States suffers any appointment of any conservator or the like for it or any substantial part of its property, or (b) the Borrower or any of its Subsidiaries (other than any Regulated Insurance Company described in the immediately preceding clause (a)) suffers any appointment of any custodian conservator or the like for it or any substantial part of its property to continue which continues undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. (i) The Parent Borrower or any of its Subsidiaries subsidiaries shall commence a voluntary case concerning itself the Borrower or any of its subsidiaries, as the case may be, under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); (ii) or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries subsidiaries, and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; (iii) or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries subsidiaries, or the Parent Borrower or any of its Subsidiaries subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries subsidiaries, as the case may be, or there is commenced against the Parent Borrower or any of its Subsidiaries subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries subsidiaries is adjudicated insolvent or bankrupt; (iv) or any order of relief or other order approving any such case or proceeding is entered; (v) or the Parent Borrower or any of its Subsidiaries subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its respective property to continue undischarged or unstayed for a period of 60 days; (vi) or the Parent Borrower or any of its Subsidiaries subsidiaries makes a general assignment for the benefit of creditors; (vii) or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent board of directors or stockholders of the Borrowers or any of its Subsidiaries subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent (i) Any Loan Party or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or (ii) an involuntary case is commenced against the Parent any Loan Party or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or (iii) a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent any Loan Party or any of its Subsidiaries or the Parent any Loan Party or any of its Subsidiaries commences any other proceeding proceedings under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent any Loan Party or any of its Subsidiaries or there is commenced against the Parent any Loan Party or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent or any of its Subsidiaries is adjudicated insolvent or bankrupt; or (iv) any order of relief or other order approving any such case or proceeding is entered; or the Parent (v) any Loan Party or any of its Subsidiaries is adjudicated insolvent or bankrupt; or (vi) any Loan Party or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent (vii) any Loan Party CKE SEVENTH AMENDED AND RESTATED CREDIT AGREEMENT or any of its Subsidiaries makes a general assignment for the benefit of creditors; or (viii) any petition is presented (and in the case of a petition presented by a Person other than the Parent Loan Party or any of its Subsidiaries remains undischarged shall fail to pay, or unstayed for a period of 60 days)shall state that it is unable to pay, or shall be unable to pay, its debts generally as they become due; or (ix) any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent Loan Party or any of its Subsidiaries for shall call a meeting of its winding up creditors with a view to arranging a composition or dissolution adjustment of its debts; or the appointment of a liquidator of (x) any of the Parent Loan Party or any of its SubsidiariesSubsidiaries shall by any act or failure to act consent to, approve of or acquiesce in any of the foregoing; or (xi) any corporate action is taken by the Parent any Loan Party or any of its Subsidiaries for the purpose of effecting any of the foregoing; or.

Bankruptcy, etc. The Parent Issuer shall voluntary commence any proceeding or file any of its Subsidiaries shall commence a voluntary case concerning itself petition seeking relief under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Issuer or any of its Subsidiaries Subsidiaries, and the petition is not controverted within 10 days after service of summonsforty-five (45) days, or is not dismissed within 60 daysforty-five (45) days after the filing thereof, after commencement provided, however, that during the pendency of the casesuch period, each Purchaser shall be relieved of its obligation to extend credit hereunder; or a custodian (as defined in the Bankruptcy Code) ), receiver, receiver-manager, administrator, monitor, trustee or similar official, is appointed for, or takes charge of, all or substantially all of the property of the Parent Issuer or any of its Subsidiaries Subsidiaries, to operate all or any substantial portion of the business of the Issuer or any of its Subsidiaries, or the Parent Issuer or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction (including any Canadian Insolvency Law) whether now or hereafter in effect relating to the Parent Issuer or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Issuer or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 daysforty-five (45) days after the filing thereof, or the Parent Issuer or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Issuer or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate Company action is taken by the Parent Issuer or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries Subsidiaries, and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries (other than a liquidation or dissolution of a Subsidiary in accordance with Section 9.02(viii) or (xi)), or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent corporate, limited liability company or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate similar action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Parent, the Company or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any 141 successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against Parent, the Parent Company or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary), and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, days after commencement of the casefiling thereof; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of Parent, the Parent Company or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary), to operate all or any substantial portion of the Parent business of Parent, the Company or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary), or Parent, the Company or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Parent, the Parent Company or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary), or there is commenced against Parent, the Parent Company or any of its Restricted Subsidiaries any such proceeding which remains undismissed for a period of 60 daysdays after the filing thereof, or Parent, the Parent Company or any of its Restricted Subsidiaries (other than an Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Parent, the Parent Company or any of its Restricted Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries (other than an Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition is presented (and in Parent, the case of a petition presented by a Person other than the Parent Company or any of its Restricted Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of (other than an Immaterial Subsidiary) shall fail generally to pay its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoingdebts as they become due; or

Bankruptcy, etc. (i) The Parent or any of its the Holdco Guarantors or any of Holdings’ Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent or any of its the Holdco Guarantors or any of Holdings’ Subsidiaries and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or (ii) a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent or any of its the Holdco Guarantors or any of Holdings’ Subsidiaries or (iii) the Parent or any of its the Holdco Guarantors or any of their Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent or any of its the Holdco Guarantors or any of Holdings’ Subsidiaries or there is commenced against the Parent or any of its the Holdco Guarantors or any of Holdings’ Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or (iv) the Parent or any of its the Holdco Guarantors or any of their Subsidiaries is adjudicated insolvent or bankrupt; or (v) any order of relief or other order approving any such case or proceeding is entered; or (vi) the Parent or any of its the Holdco Guarantors or any of Holdings’ Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or (vii) the Parent or any of its the Holdco Guarantors or any of Holdings’ Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or viii) any corporate action is taken by the Parent or any of its the Holdco Guarantors or any of Holdings’ Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Any Credit Party or any of its Subsidiaries (excluding Insignificant Subsidiaries) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”"BANKRUPTCY CODE"); or an involuntary case is commenced against the Parent any Credit Party or any of its Subsidiaries (excluding Insignificant Subsidiaries), and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent any Credit Party or any of its Subsidiaries (excluding Insignificant Subsidiaries), or the Parent any Credit Party or any of its Subsidiaries (excluding Insignificant Subsidiaries) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency bankruptcy, insolvency, receivership, administration, winding up or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent any Credit Party or any of its Subsidiaries (excluding Insignificant Subsidiaries), or there is commenced against the Parent any Credit Party or any of its Subsidiaries (excluding Insignificant Subsidiaries) any such proceeding under any such law of any jurisdiction which remains undismissed for a period of 60 days, or the Parent any Credit Party or any of its Subsidiaries (excluding Insignificant Subsidiaries) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent any Credit Party or any of its Subsidiaries (excluding Insignificant Subsidiaries) suffers any appointment of any custodian custodian, administrator, administrative receiver, receiver, trustee or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent any Credit Party or any of its Subsidiaries (excluding Insignificant Subsidiaries) makes a general assignment for the benefit of creditors; or any petition corporate action is presented (and in the case of a petition presented taken by a Person other than the Parent any Credit Party or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its (excluding Insignificant Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries ) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Parent, the Company or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Parent, the Company or any of its Subsidiaries and the petition is not controverted within 10 days after service of summons30 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Parent, the Company or any of its Subsidiaries Subsidiaries; or the Parent Parent, the Company or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Parent, the Company or any of its Subsidiaries Subsidiaries; or there is commenced against the Parent Parent, the Company or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, ; or the Parent Parent, the Company or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Parent, the Company or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Parent, the Company or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Parent, the Company or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries Subsidiaries, and the petition is not controverted within 10 days after service of summonsdays, or is not stayed or dismissed within and remains in effect after 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed or unstayed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence ---------------- com mence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries; or the Parent or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries; or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any an order of for relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence (excluding Insignificant Subsidiaries) commences a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries (excluding Insignificant Subsidiaries), and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 daysdays after the filing thereof, after commencement provided, however, that during the pendency of the casesuch period, each Lender shall be relieved of its obligation to extender credit hereunder; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries (excluding Insignificant Subsidiaries), to operate all or any substantial portion of the Parent business of the Borrower or any of its Subsidiaries (excluding Insignificant Subsidiaries), or the Borrower or any of its Subsidiaries (excluding Insignificant Subsidiaries) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries (excluding Insignificant Subsidiaries), or there is commenced against the Parent Borrower or any of its Subsidiaries (excluding Insignificant Subsidiaries) any such proceeding which remains undismissed for a period of 60 daysdays after the filing thereof, or the Parent Borrower or any of its Subsidiaries (excluding Insignificant Subsidiaries) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries (excluding Insignificant Subsidiaries) makes a general assignment for the benefit of creditors; or any petition Company action is presented (and in taken by the case of a petition presented by a Person other than the Parent Borrower or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its (excluding Insignificant Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries ) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Aleris or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Aleris or any of its Subsidiaries Subsidiaries, and the petition is not controverted within 10 days after service of summons, dismissed or is not dismissed stayed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Aleris or any of its Subsidiaries Subsidiaries, or the Parent Aleris or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency insolvency, bankruptcy or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Aleris or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Aleris or any of its Subsidiaries any such proceeding which remains undismissed and unstayed for a period of 60 days, or the Parent Aleris or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order sought in or approving any such case or proceeding is entered; or the Parent Aleris or any of its Subsidiaries suffers any appointment of any receiver, receiver-manager, monitor, trustee in bankruptcy, custodian or the like for it or any substantial part of its property to continue (which, continues undischarged or and unstayed for a period of 60 daysdays or is consented to by Aleris or such Subsidiary); or the Parent Aleris or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent corporate, limited liability company or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate similar action is taken by the Parent Aleris or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any General Partner of its Subsidiaries the Borrower or, if neither Payee nor any MENY Affiliate is a General Partner of the Partnership, the Partnership or any General Partner of the Partnership, shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effectaffect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is shall be commenced against the Parent Partnership, Borrower or any of its Subsidiaries General Partner thereof and the petition is shall not controverted within 10 days after service of summons, be dismissed or is not dismissed stayed within 60 days, days after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is shall be appointed for, or takes take charge of, all or substantially all of the property of the Parent Partnership, Borrower or any of its Subsidiaries General Partner thereof or the Parent or any of its Subsidiaries commences commence any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolutioninsolvency or similar law of any jurisdiction whether arrangement, adjustments of debt, relief of debtors, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Partnership, Borrower or any of its Subsidiaries a General Partner thereof, or there is shall be commenced against the Parent Partnership, Borrower or any of its Subsidiaries General Partner thereof any such proceeding which remains shall remain undismissed and unstayed for a period of 60 days, or the Parent Partnership, Borrower or any of its Subsidiaries is General Partner thereof shall be adjudicated insolvent or bankrupt; or any order of relief or other order approving in any such case or proceeding is shall be entered; or the Parent Partnership, Borrower or any of its Subsidiaries suffers General Partner thereof shall suffer any appointment of any custodian or the like for it or any substantial part of its property the Partnership's Borrower or any of their respective Partner's property, to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries Partnership makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Administrative Borrower or any of its Subsidiaries Restricted Subsidiary (other than any Immaterial Subsidiary), shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Administrative Borrower or any of its Subsidiaries such Restricted Subsidiary (other than an Immaterial Subsidiary) and the petition is not controverted within 10 days after service of summonsthirty (30) days, or is not dismissed within 60 days, sixty (60) days after commencement of the casefiling thereof; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Administrative Borrower or any such Restricted Subsidiary (other than an Immaterial Subsidiary) to operate all or any substantial portion of its Subsidiaries the business of the Administrative Borrower or any such Restricted Subsidiary (other than an Immaterial Subsidiary), or the Parent Administrative Borrower or any of its Subsidiaries Restricted Subsidiary (other than an Immaterial Subsidiary), commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Administrative Borrower or any of its Subsidiaries such Restricted Subsidiary (other than an Immaterial Subsidiary) or there is commenced against the Parent Administrative Borrower or any of its Subsidiaries such Restricted Subsidiary (other than an Immaterial Subsidiary), any such proceeding which remains undismissed for a period of 60 dayssixty (60) days after the filing thereof, or the Parent Administrative Borrower or any of its Subsidiaries Restricted Subsidiary (other than an Immaterial Subsidiary), is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; ​ 121 ​ or the Parent Administrative Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent or any of its Subsidiaries such Restricted Subsidiary (other than an Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate Company action is taken by the Parent Administrative Borrower or any of its Subsidiaries for the purpose of effecting Restricted Subsidiary (other than an Immaterial Subsidiary) to authorize any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition peti­tion is not controverted contro­verted within 10 days after service of summons15 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially sub­stantially all of the property of the Parent Borrower or any of its Subsidiaries or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment adjust­ment of debt, relief of debtors, dissolution, insolvency insol­vency or liquidation or similar law of any jurisdiction juris­dic­tion whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries is adjudicated adjudi­cated insolvent or bankrupt; or any order of relief or other order approving approv­ing any such case or proceeding pro­ceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian cus­todian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries Subsid­iaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Company or any of its Material Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”)) or, in the case of a Foreign Subsidiary, any similar proceedings in the jurisdiction or state under the laws of which such Foreign Subsidiary is organized; or an involuntary case is commenced against the Parent Company or any of its Subsidiaries Material Subsidiaries, and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) or similar officer is appointed for, or takes charge of, all or substantially all of the property of the Parent Company or any of its Subsidiaries Material Subsidiaries, or the Parent Company or any of its Material Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Company or any of its Subsidiaries Material Subsidiaries, or there is commenced against the Parent Company or any of its Material Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent Company or any of its Material Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Company or any of its Material Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Company or any of its Material Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Company or any of its Material Subsidiaries for the purpose of effecting any of the foregoing; or any Material Subsidiary having its center of main interests in Germany is unable to pay its debts when they fall due (zahlungsunfähig) or over-indebted (überschuldet) within the meaning of sect. 17 or 19 of the German Insolvency Code, or any third party has filed for the opening of insolvency proceedings with respect to such Material Subsidiary unless such filing is obviously frivolous (offensichtlich rechtsmissbräuchlich) and is dismissed by the relevant insolvency court within 14 days, or the managing directors of such Material Subsidiary have filed for the opening of insolvency proceedings; or any Material Subsidiary incorporated in Australia (i) is unable to pay all of its debts as and when they become due and payable or is otherwise presumed to be insolvent under the Corporations Act, (ii) is in liquidation, in provisional liquidation, under administration or wound up or has had a Controller (as defined in the Corporations Act) appointed to its property or (iii) is subject to any arrangement, assignment, moratorium or composition, protected from creditors under any statute or dissolved (in each case, other than to carry out a reconstruction or amalgamation while solvent on terms approved by the Agent); or

Bankruptcy, etc. The Parent Borrower or any of its Material Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Material Subsidiaries and the petition is not controverted within 10 days after service of summons20 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Material Subsidiaries; or the Parent Borrower or any of its Material Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Material Subsidiaries; or there is commenced against the Parent Borrower or any of its Material Subsidiaries any such proceeding which remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Material Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Material Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Material Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Material Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings, the Borrower or any of its their respective Subsidiaries (excluding any Immaterial Subsidiaries) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries (excluding any Immaterial Subsidiaries) and the petition is not controverted within 10 days after service of summons30 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of Holdings, the Parent Borrower or any of its their respective Subsidiaries (excluding any Immaterial Subsidiaries); or Holdings, the Parent Borrower or their respective Subsidiaries (excluding any of its Subsidiaries Immaterial Subsidiaries) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holdings, the Parent Borrower or any of its Subsidiaries such Subsidiary; or there is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries (excluding any Immaterial Subsidiaries) any such proceeding which remains undismissed for a period of 60 days; or Holdings, or the Parent Borrower or any of its their respective Subsidiaries (excluding any Immaterial Subsidiaries) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Holdings, the Parent Borrower or any of its their respective Subsidiaries (excluding any Immaterial Subsidiaries) suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or Holdings, the Parent Borrower or any of its their respective Subsidiaries (excluding any Immaterial Subsidiaries) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by Holdings, the Parent Borrower or any of its their respective Subsidiaries (excluding any Immaterial Subsidiaries) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries; or the Parent Borrower or any of its Subsidiaries commences (including by way of applying for or consenting to the appointment of, or the taking of possession by, a rehabilitator, receiver, custodian, trustee, conservator or liquidator (collectively, a "conservator") of itself or all or any substantial portion of its property) any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation insolvency, liquidation, rehabilitation, supervision, conservatorship or similar law of any jurisdiction or the Bermuda Companies Law whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries; or any such proceeding is commenced against (a) any Regulated Insurance Company which is engaged in the business of underwriting insurance and/or reinsurance in the United States, or (b) the Parent Borrower or any of its Subsidiaries or there is commenced against (other than (x) any Regulated Insurance Company described in the Parent or any of its Subsidiaries any immediately preceding clause (a)) to the extent such proceeding which is consented to by such Person, and in the case of either clause (a) or (b) remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or (a) any Regulated Insurance Company which is engaged in the business of underwriting insurance and/or reinsurance in the United States suffers any appointment of any conservator or the like for it or any substantial part of its property, or (b) the Parent Borrower or any of its Subsidiaries (other than any Regulated Insurance Company described in the immediately preceding clause (a)) suffers any appointment of any custodian conservator or the like for it or any substantial part of its property to continue which continues undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Any Credit Party or any of its Subsidiaries shall commence a voluntary case concerning itself under any bankruptcy law of Chile or the Cayman Islands or any other jurisdiction or Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent such Credit Party or any of its Subsidiaries under any such laws, and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 30 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent such Credit Party or any of its Subsidiaries Subsidiaries, or the Parent such Credit Party or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating re lating to the Parent such Credit Party or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent any Credit Party or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 30 days, or the Parent such Credit Party or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent such Credit Party or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 30 days; or the Parent such Credit Party or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent such Credit Party or any of its Subsidiaries remains undischarged shall generally not pay its debts as they become due or unstayed for there shall otherwise occur a period cesacion de pagos (within the meaning of 60 daysChilean or other applicable law); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent such Credit Party or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent REIT or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent REIT or any of its Subsidiaries and the petition is not controverted within 10 days after service of summons30 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent REIT or any of its Subsidiaries or the Parent REIT or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent REIT or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent REIT or any of its Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or the Parent REIT or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is enteredentered and is not vacated or stayed within 60 days; or the Parent REIT or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent REIT or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any partnership and/or corporate action is taken by the Parent REIT or any of its Subsidiaries for the purpose of effecting any of the foregoing; provided, however, that the occurrence of any of the events described in this Section 9.05 with respect to a Subsidiary of the REIT that is not the Borrower or a Subsidiary Guarantor and is not a Subsidiary of the REIT to which more than $25,000,000 of Book Value is attributable shall not be a Default or an Event of Default; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries (other than any Existing Non-Material Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries (other than any Existing Non-Material Subsidiary), and the petition is not controverted contested within 10 days after service of summons20 days, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries, or the Borrower or any of its Subsidiaries or the Parent or (other than any of its Subsidiaries Existing Non-Material Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries (other than any Existing Non-Material Subsidiary), or there is commenced against the Parent Borrower or any of its Subsidiaries (other than any Existing Non-Material Subsidiary) any such proceeding which remains undismissed for a period of 60 days, or the Parent Borrower or any of its Subsidiaries (other than any Existing Non-Material Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries (other than any Existing Non-Material Subsidiary) suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries (other than any Existing Non-Material Subsidiary) makes a general assignment for the benefit of creditors; or any petition corporate, limited liability company or similar action is presented (and in taken by the case of a petition presented by a Person other than the Parent Borrower or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or (other than any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries Existing Non-Material Subsidiary) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy"BANKRUPTCY,” " as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”"BANKRUPTCY CODE"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries Subsidiaries, and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the casecase (provided that the Borrower expressly authorizes the Agent and each Bank to appear in any court conducting any such proceeding during such 60 day period to preserve, protect and defend their rights under this Agreement and the other Credit Documents); or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries; or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries; or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which that remains undismissed for a period of 60 days, ; or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; , or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 30 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person corporate, partnership or other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings or any of its Subsidiaries --------------- (other than a Designated Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Holdings or any of its Subsidiaries (other than a Designated Immaterial Subsidiary) and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 30 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Holdings or any of its Subsidiaries (other than a Designated Immaterial Subsidiary) or the Parent Holdings or any of its Subsidiaries (other than a Designated Immaterial Subsidiary) commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Holdings or any of its Subsidiaries (other than a Designated Immaterial Subsidiary), or there is commenced against the Parent Holdings or any of its Subsidiaries (other than a Designated Immaterial Subsidiary) any such proceeding which remains undismissed for a period of 60 30 days, or the Parent Holdings or any of its Subsidiaries (other than a Designated Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is enteredentered and is not vacated or stayed within 30 days; or the Parent Holdings or any of its Subsidiaries (other than a Designated Immaterial Subsidiary) suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 30 days; or the Parent Holdings or any of its Subsidiaries (other than a Designated Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition partnership and/or corporate action is presented (and in the case of a petition presented taken by a Person other than the Parent Holdings or any of its Subsidiaries remains undischarged or unstayed for (other than a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries Designated Immaterial Subsidiary) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Holdings, the Borrower or any of its their respective Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of Holdings, the Parent Borrower or any of its Subsidiaries their respective Subsidiaries, or Holdings, the Parent Borrower or any of its their respective Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to Holdings, the Parent Borrower or any of its Subsidiaries their respective Subsidiaries, or there is commenced against Holdings, the Parent Borrower or any of its their respective Subsidiaries any such proceeding which remains undismissed for a period of 60 days, or Holdings, the Parent Borrower or any of its their respective Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or Holdings, the Parent Borrower or any of its their respective Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or Holdings, the Parent Borrower or any of its their respective Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by Holdings, the Parent Borrower or any of its their respective Subsidiaries for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) ), receiver, receiver-manager, trustee, monitor is appointed for, or takes charge of, all or substantially all of the property of the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), or the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) commences any other proceeding under any reorganization, bankruptcy, insolvency, arrangement, winding-up, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated), or there is commenced against the Parent Lead Borrower or any of its Restricted 111 Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) any such proceeding which remains undismissed for a period of 60 days, or the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent or Lead Borrower any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) suffers any appointment of any custodian custodian, receiver, receiver-manager, trustee, monitor or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent corporate, limited liability company or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate similar action is taken by the Parent Lead Borrower or any of its Restricted Subsidiaries (other than any Immaterial Subsidiary, whether or not so designated) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent (i) Borrower, LLC General Partner, Funding Partnership or any of its Subsidiaries Managing Member shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or (ii) an involuntary case is commenced against the Parent Borrower, LLC General Partner, Funding Partnership or any of its Subsidiaries Managing Member and the petition is not controverted within 10 days after service of summonssixty (60) days, or is not dismissed within 60 ninety (90) days, after commencement of the case; case or (iii) a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower, LLC General Partner, Funding Partnership or any of its Subsidiaries Managing Member, or the Parent Borrower, LLC General Partner, Funding Partnership or any of its Subsidiaries Managing Member commences any other proceeding proceedings under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower, LLC General Partner, Funding Partnership or any of its Subsidiaries Managing Member, or there is commenced against the Parent Borrower, LLC General Partner, Funding Partnership or any of its Subsidiaries Managing Member any such proceeding which remains undismissed for a period of 60 ninety (90) days, or the Parent or any of its Subsidiaries is adjudicated insolvent or bankrupt; or (iv) any order of relief or other order approving any such case or proceeding is entered; or the Parent (v) Borrower, LLC General Partner, Funding Partnership or any of its Subsidiaries Managing Member is adjudicated insolvent or bankrupt; or (vi) Borrower, LLC General Partner, Funding Partnership or Managing Member suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 sixty (60) days; or the Parent (vii) Borrower, LLC General Partner, Funding Partnership or any of its Subsidiaries Managing Member makes a general assignment for the benefit of creditors; or any petition (viii) Borrower, LLC General Partner, Funding Partnership or Managing Member shall fail to pay, or shall state that it is presented unable to pay, or shall be unable to pay, its debts generally as they become due; or (and in the case of ix) Borrower, LLC General Partner, Funding Partnership or Managing Member shall call a petition presented by a Person other than the Parent or any meeting of its Subsidiaries remains undischarged creditors with a view to arranging a composition or unstayed for a period adjustment of 60 days)its debt; or any order is made (x) Borrower, LLC General Partner, Funding Partnership or Managing Member shall by any competent court for winding upact or failure to act consent to, dissolution approve of or the appointment of a liquidator; or any resolution is passed by acquiesce in any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiariesforegoing; or (xi) any corporate or partnership action is taken by the Parent Borrower, LLC General Partner, Funding Partnership or any of its Subsidiaries Managing Member for the purpose of effecting any of the foregoing; or.

Bankruptcy, etc. The Parent or any of its the Restricted Subsidiaries (other than any Immaterial Subsidiary) shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “Bankruptcy,” as now or hereafter in effect, or any successor thereto (the “Bankruptcy Code”); or an involuntary case is commenced against the Parent or any of its the Restricted Subsidiaries (other than any Immaterial Subsidiary), and the petition is not controverted within 10 days after service of summons, or is not dismissed within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) ), receiver, receiver-manager, trustee, monitor is appointed for, or takes charge of, all or substantially all of the property of the Parent or any of its the Restricted Subsidiaries (other than any Immaterial Subsidiary), or the Parent or any of its the Restricted Subsidiaries (other than any Immaterial Subsidiary) commences any other proceeding under any reorganization, bankruptcy, insolvency, arrangement, winding-up, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent or any of its the Restricted Subsidiaries (other than any Immaterial Subsidiary), or there is commenced against the Parent or any of its the Restricted Subsidiaries (other than any Immaterial Subsidiary) any such proceeding which remains undismissed for a period of 60 days, or the Parent or any of its the Restricted Subsidiaries (other than any Immaterial Subsidiary) is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent or any of its the Restricted Subsidiaries (other than any Immaterial Subsidiary) suffers any appointment of any custodian custodian, receiver, receiver-manager, trustee, monitor or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the a Parent or any of its the Restricted Subsidiaries (other than any Immaterial Subsidiary) makes a general assignment for the benefit of creditors; or any petition corporate, limited liability company or similar action is presented (and in the case of a petition presented taken by a Person other than the Parent or any of its the Restricted Subsidiaries remains undischarged or unstayed for a period of 60 days); or (other than any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent or any of its Subsidiaries Immaterial Subsidiary) for the purpose of effecting any of the foregoing; or

Bankruptcy, etc. The Parent Borrower or any of its Subsidiaries shall commence a voluntary case concerning itself under Title 11 of the United States Code entitled “"Bankruptcy,” " as now or hereafter in effect, or any successor thereto (the “"Bankruptcy Code”"); or an involuntary case is commenced against the Parent Borrower or any of its Subsidiaries and the petition is not controverted within 10 days after service of summonsdays, or is not dismissed or discharged within 60 days, after commencement of the case; or a custodian (as defined in the Bankruptcy Code) is appointed for, or takes charge of, all or substantially all of the property of the Parent Borrower or any of its Subsidiaries Subsidiaries, or the Parent Borrower or any of its Subsidiaries commences any other proceeding under any reorganization, arrangement, adjustment of debt, relief of debtors, dissolution, insolvency or liquidation or similar law of any jurisdiction whether now or hereafter in effect relating to the Parent Borrower or any of its Subsidiaries Subsidiaries, or there is commenced against the Parent Borrower or any of its Subsidiaries any such proceeding which remains undismissed or undischarged for a period of 60 days, or the Parent Borrower or any of its Subsidiaries is adjudicated insolvent or bankrupt; or any order of relief or other order approving any such case or proceeding is entered; or the Parent Borrower or any of its Subsidiaries suffers any appointment of any custodian or the like for it or any substantial part of its property to continue undischarged or unstayed for a period of 60 days; or the Parent Borrower or any of its Subsidiaries makes a general assignment for the benefit of creditors; or any petition is presented (and in the case of a petition presented by a Person other than the Parent or any of its Subsidiaries remains undischarged or unstayed for a period of 60 days); or any order is made by any competent court for winding up, dissolution or the appointment of a liquidator; or any resolution is passed by any of the Parent or any of its Subsidiaries for its winding up or dissolution or the appointment of a liquidator of any of the Parent or any of its Subsidiaries; or any corporate action is taken by the Parent Borrower or any of its Subsidiaries for the purpose of effecting any of the foregoing; or