Common use of Compliance with ERISA Clause in Contracts

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Group Member shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event ERISA Event that could would reasonably be expected to result in the imposition of a Lien with respect to under ERISA or Code Section 430(k) on the assets or property of any Title IV Plan Obligor or Multiemployer Plan any of its Subsidiaries or (bii) any other ERISA Event that wouldwould reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldcould, in the aggregate, have reasonably be expected to result in a Material Adverse Effect. No Obligor or Subsidiary thereof any of its Subsidiaries shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No Obligor or ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, reasonably be expected to have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could would result in the imposition of a Lien with respect to any Benefit PlanPlan that would have a Material Adverse Effect.

Compliance with ERISA. No Obligor or ERISA Affiliate shall cause or suffer to exist (a) any event that could would result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, in the case of (a) and (b), that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Group Member shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan that would, in the aggregate, have a Material Adverse Effect.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or any Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan that would have a Material Adverse Effect.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, individually or in the aggregate, aggregate would have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, would have a Material Adverse EffectEffect in the aggregate. No Obligor or Subsidiary thereof Group Member shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Loan Party or a Subsidiary of a Loan Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Loan Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of any Borrower with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could reasonably be expected to result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse EffectEffect or result in unsecured Liabilities in excess of $10,000,000. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could reasonably be expected to result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Events, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien arising with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien in excess of the US Dollar Equivalent of $500,000 on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No Obligor or ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldcould, in the aggregate, have reasonably be expected to result in a Material Adverse Effect. No Obligor or Subsidiary thereof any of its Subsidiaries or any ERISA Affiliate shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate of any Obligor shall cause or suffer to exist (a) any event that could would result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan that would have a Material Adverse Effect.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would reasonably be expected to result in the imposition of a Lien on any asset of a Borrower or a Subsidiary of a Borrower with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in Liabilities in excess of the imposition of a Lien with respect to any Benefit PlanThreshold Amount.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any material asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or Benefit Plan, (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor Effect or Subsidiary thereof shall cause or suffer to exist (c) any event that could result in the imposition of a Lien on any material asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event event, including an ERISA Event, that could result in the imposition of a Lien on any asset of a Note Party or a Subsidiary of a Note Party with respect to any Benefit Plan, Title IV Plan or Multiemployer Plan (other than Liens encumbering Property having a book and fair market value of less than $1,000,000) or (bii) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition Liabilities in excess of a Lien with respect to any Benefit Plan$5,000,000.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectresult in Liabilities in excess of $250,000. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan that would reasonably be expected to have a Material Adverse Effect.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldthat, in the aggregate, have could reasonably be expected to result in a Material Adverse Effect. No Obligor or Subsidiary thereof Neither the Borrower nor any of its Subsidiaries shall cause or suffer to exist permit the occurrence of any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan (other than Permitted Liens).

Compliance with ERISA. No Cinedigm shall ensure that no ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.;

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or any Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan that would have a Material Adverse Effect. Section 9.18.

Compliance with ERISA. No Obligor or any ERISA Affiliate thereof shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or Plan, (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor , or Subsidiary thereof shall cause or suffer to exist (c) any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would reasonably be expected to result in the imposition of a Lien on any asset of a Borrower or a Subsidiary of a Borrower with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectresult in Liabilities in excess of $1,000,000. No Obligor or Subsidiary thereof Borrower shall cause or suffer to exist any event that could would reasonably be expected to result in the imposition of a Lien with respect to any Benefit Plan or Multiemployer Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could would result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldthat, in each case, in the aggregate, have could reasonably be expected to result in a Material Adverse Effect. No Obligor or Subsidiary thereof None of the Obligors nor any of their Subsidiaries shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan (other than Permitted Liens) that could reasonably be expected to result in a Material Adverse Effect.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could reasonably be expected to result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectresult in Liabilities in excess of $5,000,000. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could reasonably be expected to result in the imposition of a Lien with respect to any Benefit Plan or Multiemployer Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could reasonably be expected to result in the imposition of a Lien with respect to any Title IV Plan, Multiemployer Plan or Multiemployer Benefit Plan or (b) any other ERISA Event that Event, that, with respect to both (a) and (b), would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall, nor shall it permit any of its Subsidiaries to, cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldthat, in the aggregate, have could reasonably be expected to result in a Material Adverse Effect. No Obligor or Subsidiary thereof nor any of its Subsidiaries shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan (other than Permitted Liens).

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan that would have a Material Adverse Effect.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Neither Borrower nor any Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan that would have a Material Adverse Effect.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectresult in Liabilities in excess of $1,000,000. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectreasonably be expected to result in liabilities in excess of $50,000. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Benefit Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would reasonably be expected to result in the imposition of a Lien on any asset of a Credit Party or a Restricted Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could would reasonably be expected to result in the imposition of a Lien on any asset with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect under ERISA or Code Sections 412 or 430 or any other ERISA Event, that could, either individually or in the aggregate, have a Material Adverse Effect. The ERISA Affiliate shall provide notice to any Benefit PlanAdministrative Agent if such an event shall occur.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could reasonably be expected to result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Group Member shall cause or suffer to exist any event that could reasonably be expected to result in the imposition of a Lien on a Group Member or any material property of a Group Member with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Restricted Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof The Borrower shall not cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectresult in Liabilities in excess of $750,000. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could reasonably be expected to result in the imposition of a Lien on any asset of a Credit Party or a Domestic Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have or would reasonably be expected to have, a Material Adverse Effect. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could reasonably be expected to result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldthat, in the aggregate, have could reasonably be expected to result in a Material Adverse Effect. No Neither any Obligor or Subsidiary thereof nor any of its Subsidiaries shall cause or suffer to exist permit the occurrence of any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan (other than Permitted Liens).

Compliance with ERISA. No ERISA Affiliate AffiliateGroup Member shall cause or suffer to exist (a) any event that could will result in the imposition of a Lien on the assets of any Group Member with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.ARTICLE 9

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that in each case, would, in the aggregate, have reasonably be expected to result in a Material Adverse Effect. No Obligor or Subsidiary thereof any of its Subsidiaries shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any material Benefit Plan.

Compliance with ERISA. No Neither Borrower nor any ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would result in the imposition of a Lien on any Property of any Obligor with a value exceeding $1,000,000 with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or any Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan that would have a Material Adverse Effect.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, be reasonably expected to have a Material Adverse Effect. No Obligor or Subsidiary thereof Group Member shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No Obligor or any of its Subsidiaries or any ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldthat, in either case, could, in the aggregate, have reasonably be expected to result in a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could will result in the imposition of a Lien on the assets of any Group Member with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.ARTICLE 9

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could would reasonably be expected to result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldcould, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event event, including an ERISA Event, that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Benefit Plan, Title IV Plan or Multiemployer Plan (other than Liens encumbering Property not constituting Eligible Accounts or Eligible Inventory having a book and fair market value of less than $1,000,000) or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition Liabilities in excess of a Lien with respect to any Benefit Plan$5,000,000.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary thereof with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof None of the Credit Parties shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect under ERISA or Code Sections 412 or 430 or any other ERISA Event, that could, either individually or in the aggregate, have a Material Adverse Effect. The ERISA Affiliate shall provide notice to any Benefit PlanAgents if such an event shall occur.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would reasonably be expected to result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien (except for any Liens which are subordinate to the Liens securing Obligations) with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien on any asset of a Credit Party having a value in excess of $2,200,000 with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would reasonably be expected to result in the imposition of a Lien on any asset of a Borrower or a Subsidiary of a Borrower with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectresult in Liabilities in excess of $100,000. No Obligor or Subsidiary thereof Borrower shall cause or suffer to exist any event that could would reasonably be expected to result in the imposition of a Lien with respect to any Benefit Plan or Multiemployer Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would reasonably be expected to result in the imposition of a Lien on any asset of a Borrower or a Subsidiary of a Borrower with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectresult in Liabilities in excess of $200,000. No Obligor or Subsidiary thereof Borrower shall cause or suffer to exist any event that could would reasonably be expected to result in the imposition of a Lien with respect to any Benefit Plan or Multiemployer Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectreasonably be expected to result in liabilities in excess of the Threshold Amount. No Obligor or Subsidiary thereof Borrower shall not cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectreasonably be expected to result in liabilities in excess of the Threshold Amount. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien on any asset of a Credit Party having a value in excess of $2,000,000 with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectreasonably be expected to result in Liabilities in excess of $500,000. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would reasonably be expected to result in the imposition of a Lien on the assets of a Group Member with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that wouldwould reasonably be expected, in the case of clauses (a) and (b), in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.CREDIT AGREEMENT FOR REGENT BROADCASTING, LLC

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectresult in Liabilities in excess of $350,000. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could reasonably be expected to result in the imposition of a Lien against it with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldthat, in the aggregate, have could reasonably be expected to result in a Material Adverse Effect. No Neither any Obligor or Subsidiary thereof nor any of its Subsidiaries shall cause or suffer to exist permit the occurrence of any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan (other than Permitted Liens).

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Loan Party or a Subsidiary of a Loan Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, in either case, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or any property of a Borrower or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectreasonably be expected to result in liabilities. No Obligor or Subsidiary thereof Borrowers shall not cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that wouldcould reasonably be expected to, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof ERISA Affiliate shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Title IV Plan. AMENDED AND RESTATED CREDIT AGREEMENT J. CREW GROUP, INC.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that wouldcould reasonably be expected to, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof ERISA Affiliate shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Title IV Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that that, in each case, would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could would result in the imposition of a Lien with respect to any Benefit PlanPlan that would, in the aggregate, have a Material Adverse Effect.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Group Member shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.. TERM LOAN CREDIT AGREEMENT [DAYTON SUPERIOR CORPORATION]

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could reasonably be expected to result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that would, in the aggregate, have reasonably be expected to result in a Material Adverse Effect. No Obligor or Subsidiary thereof any of its Subsidiaries shall cause or suffer to exist any event that could reasonably be expected result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or any Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan that would have a Material Adverse Effect.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could reasonably be expected to result in the imposition of a Lien against the assets of a Group Member with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that wouldwould reasonably be expected, in the aggregate, to have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of an Applicant or a Subsidiary of an Applicant with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effectresult in Liabilities in excess of $500,000. No Obligor or Subsidiary thereof Applicant shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.. Table of Contents

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could reasonably be expected to result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldcould reasonably be expected to, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could would reasonably be expected to result in the imposition of a Lien on the assets of a Group Member with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that wouldwould reasonably be expected, in the case of clauses (a) and (b), in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could reasonably be expected to result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.or

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that would, in the aggregate, have reasonably be expected to result in a Material Adverse Effect. No Obligor or Subsidiary thereof any of its Subsidiaries shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (ai) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (bii) any other ERISA Event that wouldthat, in the aggregate, have could reasonably be expected to result in a Material Adverse Effect. No Obligor or Subsidiary thereof Neither the Borrower nor any of its Subsidiaries shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit PlanPlan (other than Permitted Liens).

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Group Member shall cause or suffer to exist any event that could would result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien on any asset of a Credit Party or a Subsidiary of a Credit Party with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Credit Party shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Title IV Plan or Multiemployer Plan.

Compliance with ERISA. (a) No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Group Member shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan.

Compliance with ERISA. No ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event Event, that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof Group Member shall cause or suffer to exist any event that could result in the imposition of a Lien with respect to any Benefit Plan. CREDIT AGREEMENT MEDICAL STAFFING NETWORK, INC.

Compliance with ERISA. No Obligor or any ERISA Affiliate shall cause or suffer to exist (a) any event that could result in the imposition of a Lien with respect to any Title IV Plan or Multiemployer Plan or (b) any other ERISA Event that would, in the aggregate, have a Material Adverse Effect. No Obligor or Subsidiary thereof shall cause or suffer to exist any event that could reasonably be expected to result in the imposition of a Lien with respect to any Benefit Plan or any Title IV Plan or Multiemployer Plan.