Common use of Appointment of Receiver, Etc Clause in Contracts

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower or any of the Restricted Subsidiaries in an involuntary case under any Debtor Relief Law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, state or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower or any of the Restricted Subsidiaries under any Debtor Relief Law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower or any of the Restricted Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower or any of the Restricted Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower or any of the Restricted Subsidiaries, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any the Borrower or any of the Restricted Subsidiaries Guarantors in an involuntary case under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted and remain unstayed under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be is commenced against Holdings, any the Borrower or any of the Restricted Subsidiaries Guarantors under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdingsthe Borrower, any Borrower or any of the Restricted Subsidiaries, Guarantors or over all or a substantial part of its propertyany of their respective assets and properties, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdingsthe Borrower, any Borrower or any of the Restricted Subsidiaries Guarantors for all or a substantial part of its propertytheir respective assets and properties is involuntarily appointed; or a warrant of attachment, execution or similar process shall have been is issued against any substantial part of the property assets and properties of Holdings, any the Borrower or any of the Restricted Subsidiaries, Guarantors and the continuance of any such event described events in this clause (ii) shall continue for sixty thirty (30) days without having been unless dismissed, bonded bonded, stayed, vacated or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower or any of the Restricted Subsidiaries in an involuntary case under any Debtor Relief Law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, state or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower or any of the Restricted Subsidiaries under any Debtor Relief Law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower or any of the Restricted Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower or any of the Restricted Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower or any of the Restricted Subsidiaries, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) iii a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A An involuntary case shall be commenced against any Loan Party and the petition shall not be dismissed, stayed, bonded or discharged within forty-five (45) days after commencement of the case; or a court of competent having jurisdiction in the premises shall enter a decree or order for relief in respect of Holdings, any Borrower or any of the Restricted Subsidiaries Loan Party in an involuntary case case, under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter hereinafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, state state, local or foreign Lawlaw; or the board of directors (or other governing body) of any Loan Party (or any committee thereof) adopts any resolution or otherwise authorizes any action to approve any of the foregoing. (ii) an involuntary case shall be commenced against Holdings, any Borrower or any of the Restricted Subsidiaries under any Debtor Relief Law now or hereafter in effect; or a A decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower or any of the Restricted Subsidiaries, Loan Party or over all or a substantial part of its property, the Property of any Loan Party shall have been be entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Loan Party or any of the Restricted Subsidiaries for all or a substantial part of its property; the Property of any Loan Party shall be appointed or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property Property of Holdings, any Borrower or any of the Restricted Subsidiaries, Loan Party shall be issued and any such event described in this clause (ii) shall continue for sixty days without having been not be stayed, dismissed, bonded or dischargeddischarged within forty-five (45) days after entry, appointment or issuance; or the board of directors of any Loan Party (iiior any committee thereof) a moratorium under the laws adopts any resolution or otherwise authorizes any action to approve any of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; orforegoing.

Appointment of Receiver, Etc. (i) A An involuntary case shall be commenced against the Borrower or any Investment Entity or Subsidiary thereof and the petition shall not be dismissed, stayed, bonded or discharged within forty-five (45) days after commencement of the case; or a court of competent having jurisdiction in the premises shall enter a decree or order for relief in respect of Holdings, any the Borrower or any of the Restricted Subsidiaries Investment Entity or Subsidiary thereof in an involuntary case case, under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter hereinafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, state state, local or foreign Lawlaw; or the board of directors (or other governing body) of the Borrower or any Investment Entity or Subsidiary thereof (or any committee thereof) adopts any resolution or otherwise authorizes any action to approve any of the foregoing. (ii) an involuntary case shall be commenced against Holdings, any Borrower or any of the Restricted Subsidiaries under any Debtor Relief Law now or hereafter in effect; or a A decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any the Borrower or any of the Restricted Subsidiaries, Investment Entity or Subsidiary thereof or over all or a substantial part of its property, the property of the Borrower or any Investment Entity or Subsidiary thereof shall have been be entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any the Borrower or any Investment Entity or Subsidiary thereof or of the Restricted Subsidiaries for all or a substantial part of its property; the property of the Borrower or any Investment Entity or Subsidiary thereof shall be appointed or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any the Borrower or any of the Restricted Subsidiaries, Investment Entity or Subsidiary thereof shall be issued and any such event described in this clause (ii) shall continue for sixty days without having been not be stayed, dismissed, bonded or dischargeddischarged within forty-five (45) days after entry, appointment or issuance; or (iii) a moratorium under the laws board of directors of the United Kingdom is declared in respect Borrower or any Investment Entity or Subsidiary thereof (or any committee thereof) adopts any resolution or otherwise authorizes any action to approve any of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; orforegoing.

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries in an involuntary case under any the Bankruptcy Code or Debtor Relief Law Laws now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries under any the Bankruptcy Code or other Debtor Relief Law Laws now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent having jurisdiction in the premises shall enter a decree or order for relief in respect of Holdings, any Borrower the Company or any of the Restricted its Material Subsidiaries in an involuntary case under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter in effect, which decree or order is not stayed; , or (ii) any other similar relief shall be granted under any applicable federal, federal or state or applicable foreign Lawlaw; (ii) a petition for an involuntary case shall be commenced filed against Holdings, any Borrower the Company or any of the Restricted its Material Subsidiaries under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter in effect; effect or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower the Company or any of the Restricted its Material Subsidiaries, or over all or a substantial part substantially all of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower the Company or any of the Restricted its Material Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part substantially all of the property of Holdings, any Borrower the Company or any of its Material Subsidiaries shall be appointed involuntarily; and the Restricted Subsidiaries, and continuance of any such event described events in this clause (ii) shall continue for sixty 45 days without having been unless dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A An involuntary case shall be commenced against the Borrower or any of the Borrower’s Material Subsidiaries and the petition shall not be dismissed, stayed, bonded or discharged within sixty (60) days after commencement of the case; or a court of competent having jurisdiction in the premises shall enter a decree or order for relief in respect of Holdings, any the Borrower or any of the Restricted Borrower’s Material Subsidiaries in an involuntary case case, under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter hereinafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, state state, local or foreign Law; law. (ii) an involuntary case shall be commenced against Holdings, any Borrower or any of the Restricted Subsidiaries under any Debtor Relief Law now or hereafter in effect; or a A decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any the Borrower or any of the Restricted Subsidiaries, Borrower’s Subsidiaries or over all or a substantial part of its property, the property of the Borrower or any of the Borrower’s Subsidiaries shall have been be entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any the Borrower or any of the Restricted Borrower’s Subsidiaries for or of all or a substantial part of its property; the property of the Borrower or any of the Borrower’s Subsidiaries shall be appointed or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any the Borrower or any of the Restricted Subsidiaries, Borrower’s Subsidiaries shall be issued and any such event described in this clause (ii) shall continue for sixty days without having been not be stayed, dismissed, bonded or discharged; discharged within sixty (60) days after entry, appointment or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; orissuance.

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Company or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law or foreign Lawnon-U.S. law; or (ii) an involuntary case shall be commenced against Holdings, any Borrower Company or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effecteffect whether a law of the United States or another country; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Company or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Company or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Company or any of the Restricted its Subsidiaries, and any such event described in this clause CLAUSE (ii) shall continue for sixty 60 days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Company or any of the Restricted its Significant Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federalfederal or state law, state which decree or foreign Laworder is not stayed; or (ii) an involuntary case shall be commenced against Holdings, any Borrower Company or any of the Restricted its Significant Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Company or any of the Restricted its Significant Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Company or any of the Restricted its Significant Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Company or any of the Restricted its Significant Subsidiaries, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded bonded, discharged or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Walesstayed; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Company or any of the Restricted its Material Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Company or any of the Restricted its Material Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Company or any of the Restricted its Material Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Company or any of the Restricted its Material Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Company or any of the Restricted its Material Subsidiaries, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any the Borrower or any of the Restricted Subsidiaries Guarantor in an involuntary case under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted and remain unstayed under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be is commenced against Holdings, any the Borrower or any of the Restricted Subsidiaries Guarantor under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdingsthe Borrower, any Borrower or any of the Restricted Subsidiaries, Guarantor or over all or a substantial part of any of its propertyassets and properties, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdingsthe Borrower, any Borrower or any of the Restricted Subsidiaries Guarantor for all or a substantial part of its propertyassets and properties is involuntarily appointed; or a warrant of attachment, execution or similar process shall have been is issued against any substantial part of the property assets and properties of Holdings, any the Borrower or any the Guarantor and the continuance of the Restricted Subsidiaries, and any such event described events in this clause (ii) shall continue for sixty thirty (30) days without having been unless dismissed, bonded bonded, stayed, vacated or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent having jurisdiction in the premises shall enter a decree or order for relief in respect of Holdings, any Borrower the Company or any of the Restricted its Material Subsidiaries in an involuntary case under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter in effect, which decree or order is not stayed; , or (ii) any other similar relief shall be granted under any applicable federal, federal or state or applicable foreign Lawlaw; (ii) a petition for an involuntary case shall be commenced filed against Holdings, any Borrower the Company or any of the Restricted its Material Subsidiaries under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter in effect; effect or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower the Company or any of the Restricted its Material Subsidiaries, or over all or a substantial part substantially all of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower the Company or any of the Restricted its Material Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part substantially all of the property of Holdings, any Borrower the Company or any of its Material Subsidiaries shall be appointed involuntarily; and the Restricted Subsidiaries, and continuance of any such event described events in this clause (ii) shall continue for sixty 45 days without having been unless dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, administrator, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, administrator, trustee or other custodian of Holdings, any Borrower Borrowers or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty days [**] without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, Company any Borrower Approved Captive Insurance Subsidiary (if any) or any of Guarantor Subsidiaries (other than a Non-Material Guarantor Subsidiary) (the Restricted Subsidiaries Company and any such Approved Captive Insurance Subsidiary and any such Guarantor Subsidiary, each a "RELEVANT ENTITY") in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Relevant Entity under the Bankruptcy Code or any of the Restricted Subsidiaries under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower or any of the Restricted SubsidiariesRelevant Entity, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower or any of the Restricted Subsidiaries Relevant Entity for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower or any of the Restricted SubsidiariesRelevant Entity, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Credit Party or any of the Restricted Subsidiaries Subsidiary (other than a Restricted Holding Company Subsidiary) in an involuntary case under any Debtor Relief Law Laws now or hereafter in effect, effect (including pursuant to which Canada Borrower has been declared bankrupt or insolvent under Canadian Insolvency Legislation) which decree or order for relief is not immediately stayed; or any other similar relief shall be granted under any applicable federal, state or foreign Lawprovincial Governmental Rule, and such relief is not immediately stayed; or (ii) an involuntary case shall be commenced against Holdings, any Borrower Credit Party or any of the such Restricted Subsidiaries Subsidiary under any Debtor Relief Law Laws now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, receiver-manager, administrator, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower such Credit Party or any of the such Restricted SubsidiariesSubsidiary, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, receiver, receiver-manager, administrator, trustee or other custodian of Holdings, any Borrower Credit Party or any of the such Restricted Subsidiaries Subsidiary for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Credit Party or any of the such Restricted SubsidiariesSubsidiary, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; discharged (provided, that in either (i) or (iiiii) a moratorium under above, no Default or Event of Default shall occur hereunder, in the laws of the United Kingdom is declared in respect case of any Indebtedness of such Restricted Subsidiary unless such event could reasonably be expected to have a Foreign Credit Party organized under the laws of England and WalesMaterial Adverse Effect); or

Appointment of Receiver, Etc. (i) A court of competent having jurisdiction in the premises shall enter a decree or order for relief in respect of Holdings, any Borrower Company or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Company or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Company or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Company or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Company or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty 60 days without having been unless dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdingsthe Borrower, any Borrower Holdings or any of the Restricted its Material Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable U.S. federal, state or foreign bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable U.S. federal, state or foreign Lawlaw; or (ii) an involuntary case shall be commenced against Holdingsthe Borrower, any Borrower Holdings or any of the Restricted its Material Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable U.S. federal, state or foreign bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, conservator, custodian or other officer having similar powers over Holdingsthe Borrower, any Borrower Holdings or any of the Restricted its Material Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee trustee, conservator or other custodian of Holdingsthe Borrower, any Borrower Holdings or any of the Restricted its Significant Subsidiaries for all or a substantial part substantially all of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part all or substantially all of the property of Holdingsthe Borrower, any Borrower Holdings or any of the Restricted its Material Subsidiaries, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent competent(f) jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Credit Party or any of the Restricted their respective Subsidiaries in an involuntary case under any the Bankruptcy Code or Debtor Relief Law Laws now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Credit Party or any of the Restricted their respective Subsidiaries under any the Bankruptcy Code or other Debtor Relief Law Laws now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Credit Party or any of the Restricted their respective Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; orVoluntary Bankruptcy;

Appointment of Receiver, Etc. (i) A court of competent having jurisdiction in the premises shall enter a decree or order for relief in respect of HoldingsMBW LLC, any Borrower Holdings or Company or any of the Restricted its Subsidiaries (other than Immaterial Subsidiaries) in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against HoldingsMBW LLC, any Borrower Holdings or Company or any of its Subsidiaries (other than Immaterial Subsidiaries) under the Restricted Subsidiaries Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over HoldingsMBW LLC, any Borrower Holdings or Company or any of the Restricted its Subsidiaries (other than Immaterial Subsidiaries), or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of HoldingsMBW LLC, any Borrower Holdings or Company or any of the Restricted its Subsidiaries (other than Immaterial Subsidiaries) for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of HoldingsMBW LLC, any Borrower Holdings or Company or any of the Restricted its Subsidiaries (other than Immaterial Subsidiaries), and any such event described in this clause (ii) shall continue for sixty 60 days without having been unless dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries in an involuntary case under any the Bankruptcy Code or Debtor Relief Law Laws now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries under any the Bankruptcy Code or other Debtor Relief Law Laws now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent competent(f) jurisdiction shall enter a decree or order for relief in respect of Holdingsthe Borrower, any Borrower Holdings or any of the Restricted its Significant Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable U.S. federal, state or foreign bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable U.S. federal, state or foreign Lawlaw; or (ii) an involuntary case shall be commenced against Holdingsthe Borrower, any Borrower Holdings or any of the Restricted its Significant Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable U.S. federal, state or foreign bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, conservator, custodian or other officer having similar powers over Holdingsthe Borrower, any Borrower Holdings or any of the Restricted its Significant Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee trustee, conservator or other custodian of Holdingsthe Borrower, any Borrower Holdings or any of the Restricted its Significant Subsidiaries for all or a substantial part substantially all of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part all or substantially all of the property of Holdingsthe Borrower, any Borrower Holdings or any of the Restricted its Significant Subsidiaries, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; orVoluntary Bankruptcy;

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of HoldingsBorrower, any Borrower of its Subsidiaries or any (for so long as the Guaranties of the Restricted Subsidiaries Holdco Guarantors remain in effect) any Holdco Guarantor in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against HoldingsBorrower, any Borrower of its Subsidiaries or any (for so long as the Guaranties of the Restricted Subsidiaries Holdco Guarantors remain in effect) any Holdco Guarantor under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over HoldingsBorrower, any Borrower of its Subsidiaries or any (for so long as the Guaranties of the Restricted SubsidiariesHoldco Guarantors remain in effect) any Holdco Guarantor, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of HoldingsBorrower, any Borrower of its Subsidiaries or any (for so long as the Guaranties of the Restricted Subsidiaries Holdco Guarantors remain in effect) any Holdco Guarantor for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of HoldingsBorrower, any Borrower of its Subsidiaries or any of such Holdco Guarantor, as the Restricted Subsidiariescase may be, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower the Borrowers or any of the Restricted their Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; , or any other similar relief shall be granted under any applicable federalfederal or state law, state or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower the Borrowers or any of the Restricted their Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; , or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower the Borrowers or any of the Restricted their Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower the Borrowers or any of the Restricted their Subsidiaries for all or a substantial part of its property; property or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Borrowers or any of the Restricted their Subsidiaries, and any such event described in this clause (ii) shall continue for sixty 60 days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or;

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of HoldingsBorrower, any Borrower of its Subsidiaries or any (for so long as the Guaranties of the Restricted Subsidiaries Holdco Guarantors remain in effect) any Holdco Guarantor in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against HoldingsBorrower, any Borrower of its Subsidiaries or any (for so long as the Guaranties of the Restricted Subsidiaries Holdco Guarantors remain in effect) any Holdco Guarantor under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over HoldingsBorrower, any Borrower of its Subsidiaries or any (for so long as the Guaranties of the Restricted SubsidiariesHoldco Guarantors remain in effect) any Holdco Guarantor, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of HoldingsBorrower, any Borrower of its Subsidiaries or any (for so long as the Guaranties of the Restricted Subsidiaries Holdco Guarantors remain in effect) any Holdco Guarantor for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of HoldingsBorrower, any Borrower of its Subsidiaries or any of such Holdco Guarantor, as the Restricted Subsidiariescase may be, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent having jurisdiction in the premises shall enter a decree or order for relief in respect of Holdings, any Borrower Loan Party or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Loan Party or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Loan Party or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Loan Party or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Loan Party or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty 60 days without having been unless dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (iThe Borrower,(g) A court Holdings or any of competent jurisdiction its Significant Subsidiaries shall enter a decree or have an order for relief in entered with respect of Holdings, any Borrower to it or any of the Restricted Subsidiaries in an involuntary shall commence a voluntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable U.S. federal, state or foreign bankruptcy, insolvency or similar law now or hereafter in effect, which decree or shall consent to the entry of an order is not stayed; for relief in an involuntary case, or any other similar relief shall be granted under any applicable federal, state or foreign Law; (ii) to the conversion of an involuntary case shall be commenced against Holdingsto a voluntary case, any Borrower or any of the Restricted Subsidiaries under any Debtor Relief Law now such law, or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for shall consent to the appointment of or taking possession by a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower or any of the Restricted Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee conservator or other custodian of Holdings, any Borrower or any of the Restricted Subsidiaries for all or a substantial part of its property; or a the Borrower, Holdings or any of its Significant Subsidiaries shall make any assignment for the benefit of creditors or (ii) the Borrower, Holdings or any of its Significant Subsidiaries shall be unable, or shall fail generally, or shall admit in writing its inability, to pay its debts as such debts become due; or the board of directors (or similar governing body) of the Borrower, Holdings or any of its Significant Subsidiaries (or any committee thereof) shall adopt any resolution or otherwise authorize any action to approve any of the actions referred to herein or in Section 8.01(f); or Judgments and Attachments. Any money judgment, writ or warrant of attachment, execution of(h) attachment or similar process involving (i) in any individual case an amount in excess of $40,000,000 or (ii) in the aggregate at any time an amount in excess of $40,000,000 (in either case to the extent not adequately covered by insurance as to which a solvent and unaffiliated insurance company has acknowledged coverage) shall have been issued be entered or filed against any substantial part of the property of HoldingsBorrower, any Borrower Holdings or any of the Restricted Subsidiariesits Material Subsidiaries or any of their respective assets and shall remain undischarged, and any such event described in this clause unvacated, unbonded or unstayed for a period of sixty (ii60) shall continue for sixty days without having been dismissed, bonded or dischargeddays; or (iiiEmployee Benefit Plans. There shall occur one or more ERISA Events which(i) individually or in the aggregate results in or would reasonably be expected to result in a moratorium under Material Adverse Effect on the laws of Borrower during the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Walesterm hereof; or

Appointment of Receiver, Etc. (i) A An involuntary case shall be commenced against Parent or against Borrower or any of its Subsidiaries and the petition shall not be dismissed within sixty (60) days after commencement of the case, or a court of competent having jurisdiction in the premises shall enter a decree or order for relief in respect of Holdings, any Parent or in respect of Borrower or any of the Restricted its Subsidiaries in an involuntary case case, under any Debtor Relief Law applicable bankruptcy, insolvency or other similar law now or hereafter hereinafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, state or foreign Law; law. (ii) an involuntary case shall be commenced against Holdings, any Borrower or any of the Restricted Subsidiaries under any Debtor Relief Law now or hereafter in effect; or a A decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Parent or over Borrower or any of the Restricted Subsidiaries, its Subsidiaries or over all or a substantial part of the property of Parent or of Borrower or any of its property, Subsidiaries shall have been be entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Parent or of Borrower or any of the Restricted its Subsidiaries for or of all or a substantial part of the property of Parent or of Borrower or any of its property; Subsidiaries shall be appointed or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Parent or of Borrower or any of the Restricted its Subsidiaries, shall be issued and any such event described in this clause (ii) shall continue for sixty days without having been not be stayed, vacated, dismissed, bonded or discharged; discharged within sixty (60) days of entry, appointment or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; orissuance.

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower an Obligor or any of the Restricted its Subsidiaries in an involuntary case under any the Bankruptcy Code or Debtor Relief Law Laws now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower an Obligor or any of the Restricted its Subsidiaries under any the Bankruptcy Code or other Debtor Relief Law Laws now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower an Obligor or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower an Obligor or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower an Obligor or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any anythe Borrower or any of the Restricted Subsidiaries in an involuntary case under any Debtor Relief Law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, state or foreign Law; or (ii) an involuntary case shall be commenced against Holdings, any anythe Borrower or any of the Restricted Subsidiaries under any Debtor Relief Law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any anythe Borrower or any of the Restricted Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any anythe Borrower or any of the Restricted Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any anythe Borrower or any of the Restricted Subsidiaries, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, receiver-manager, trustee or other custodian of Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty thirty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; , or any other similar relief shall be granted under any applicable federalfederal or state law, state or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; , or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any such Borrower or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any such Borrower or any of the Restricted its Subsidiaries for all or a substantial part of its property; property or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any the Borrower or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty 60 days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or;

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Holdings or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Company or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Company or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Company or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Company or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Company or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Credit Party or any of the its Restricted Subsidiaries (other than an Immaterial Subsidiary) in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Credit Party or any of the its Restricted Subsidiaries (other than an Immaterial Subsidiary) under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Credit Party or any of the its Restricted SubsidiariesSubsidiaries (other than an Immaterial Subsidiary), or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim a receiver, trustee liquidator, sequestrator, trustee, custodian or other custodian officer of Holdings, any Borrower Credit Party or any of the its Restricted Subsidiaries (other than an Immaterial Subsidiary) for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Credit Party or any of the its Restricted SubsidiariesSubsidiaries (other than an Immaterial Subsidiary), and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdingsthe Parent, any Borrower the Company or any of the Restricted Company's Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; , or any other similar relief shall be granted under any applicable federalfederal or state law, state or foreign Law; (ii) an involuntary case shall be commenced against Holdingsthe Parent, any Borrower the Company or any of the Restricted Company's Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; , or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdingsthe Parent, any Borrower the Company or any of the Restricted Company's Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdingsthe Parent, any Borrower the Company or any of the Restricted Company's Subsidiaries for all or a substantial part of its property; property or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdingsthe Parent, any Borrower the Company or any of the Restricted Company's Subsidiaries, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or;

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower the Company or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower the Company or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower the Company or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower the Company or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower or any of the Restricted Subsidiaries, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; orCREDIT AND GUARANTY AGREEMENT EXECUTION

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, Company any Borrower Approved Captive Insurance Subsidiary (if any) or any of the Restricted Guarantor Subsidiaries (other than a Non-Material Guarantor Subsidiary) (Company and any such Approved Captive Insurance Subsidiary and any such Guarantor Subsidiary, each a "RELEVANT ENTITY") in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Relevant Entity under the Bankruptcy Code or any of the Restricted Subsidiaries under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having CREDIT AND GUARANTY AGREEMENT 434546.21-New York Server 3A - MSW jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower or any of the Restricted SubsidiariesRelevant Entity, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower or any of the Restricted Subsidiaries Relevant Entity for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower or any of the Restricted SubsidiariesRelevant Entity, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Company or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Company or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Company or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Company or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Company or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty (60) days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Company or any of the Restricted its Subsidiaries in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Company or any of the Restricted its Subsidiaries under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Company or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Company or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Company or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower or any Subsidiary of the Restricted Subsidiaries any Borrower in an involuntary case under the Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect, which decree or order is not stayed; , or any other similar relief shall be granted under any applicable federalfederal or state law, state or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower or any Subsidiary of any Borrower under the Restricted Subsidiaries Bankruptcy Code or under any Debtor Relief Law other applicable bankruptcy, insolvency or similar law now or hereafter in effect; , or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any such Borrower or any of the Restricted its Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any such Borrower or any of the Restricted its Subsidiaries for all or a substantial part of its property; property or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any such Borrower or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty 60 days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or;

Appointment of Receiver, Etc. (i) A court of competent jurisdiction shall enter a decree or order for relief in respect of Holdings, any Borrower Credit Party or any of the Restricted their respective Subsidiaries in an involuntary case under any the Bankruptcy Code or Debtor Relief Law Laws now or hereafter in effect, which decree or order is not stayed; or any other similar relief shall be granted under any applicable federal, federal or state law; or foreign Law; (ii) an involuntary case shall be commenced against Holdings, any Borrower Credit Party or any of the Restricted their respective Subsidiaries under any the Bankruptcy Code or other Debtor Relief Law Laws now or hereafter in effect; or a decree or order of a court having jurisdiction in the premises for the appointment of a receiver, liquidator, sequestrator, trustee, custodian or other officer having similar powers over Holdings, any Borrower Credit Party or any of the Restricted their respective Subsidiaries, or over all or a substantial part of its property, shall have been entered; or there shall have occurred the involuntary appointment of an interim receiver, trustee or other custodian of Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries for all or a substantial part of its property; or a warrant of attachment, execution or similar process shall have been issued against any substantial part of the property of Holdings, any Borrower Credit Party or any of the Restricted its Subsidiaries, and any such event described in this clause (ii) shall continue for sixty days without having been dismissed, bonded or discharged; or (iii) a moratorium under the laws of the United Kingdom is declared in respect of any Indebtedness of a Foreign Credit Party organized under the laws of England and Wales; or