Common use of Cross-Default to Material Debt Clause in Contracts

Cross-Default to Material Debt. Failure of the Servicer or any Originator to pay any Material Debt when due; or the default by the Servicer or any Originator in the performance of any term, provision or condition contained in any agreement or agreements under which any Material Debt was created or is governed, or any other event shall occur or condition exist, the effect of which is to cause, or to permit the holder or holders of such Material Debt to cause, such Material Debt to become due prior to its stated maturity; or any Material Debt of the Servicer or any Originator shall be declared to be due and payable or required to be prepaid (other than by a regularly scheduled payment or as a result of the sale of an asset securing such Material Debt) prior to the stated maturity thereof (it being understood that Servicer Events of Default described in this Section 11.7.7 shall survive maturity or extinguishment of the related Material Debt). At any time during the continuance of any Servicer Event of Default or an Amortization Event, the Administrator may, in its sole discretion notify the Servicer in writing of the revocation of its appointment as the Servicer hereunder. Upon revocation of the Servicer’s appointment hereunder, the Administrator shall appoint a successor Servicer. The Servicer agrees that upon receipt of written notification from the Administrator of the revocation of the Servicer’s appointment as the Servicer hereunder, the Servicer shall upon the written request of the Administrator (which request may be contained in the notification of revocation) (i) notify all Obligors under the Receivables to make payment thereof to a bank account(s) or post office box designated by the Administrator and specified in such notice, and (ii) pay to the Administrator (or its designee) immediately all Collections then held or thereafter received by the Servicer or the applicable Originator of Receivables, together with all other payment obligations of the Servicer hereunder owing to any of the Lender or the Administrator. The Servicer shall, at its sole cost and expense, cooperate with and assist the successor the Servicer (including, without limitation, providing access to, and transferring, all Receivable Files and all records (including data-processing records) relating thereto (which shall be held in trust for the benefit of the parties hereto in accordance with their respective interests) and, to the extent permissible, allowing the successor Servicer to use all licenses, hardware or software necessary or desirable to collect the Receivables) (it being understood and agreed that Jarden shall use its best efforts to obtain permission for such successor Servicer’s use of such software). Jarden irrevocably agrees to act (if requested to do so) as the data-processing agent for the successor Servicer (in substantially the same manner as Jarden conducted such data-processing functions while it acted as the Servicer). All costs and expenses incurred by the Servicer, successor Servicer, the Lender, Administrator or their respective counsel in connection with any transfer of servicing are for the account of Jarden and the Borrower, jointly and severally.

Cross-Default to Material Debt. Failure of the Servicer Collection Agent or any Originator of its Subsidiaries to pay any Material Debt when due; or the default by the Servicer Collection Agent or any Originator of its Subsidiaries in the performance of any term, provision or condition contained in any agreement or agreements under which any Material Debt was created or is governed, or any other event shall occur or condition exist, the effect of which is to cause, or to permit the holder or holders of such Material Debt to cause, such Material Debt to become due prior to its stated maturity; or any Material Debt of the Servicer Collection Agent or any Originator of its Subsidiaries shall be declared to be due and payable or required to be prepaid (other than by a regularly scheduled payment or as a result of the sale of an asset securing such Material Debt) prior to the stated maturity thereof (it being understood that Servicer Events of Default described in this Section 11.7.7 shall survive maturity or extinguishment of the related Material Debt)thereof. At any time during the continuance of any Servicer Collection Agent Event of Default or an Amortization Event, the Administrator Administrative Agent may, in its sole discretion discretion, (and shall, at the direction of any Co-Agent), notify the Servicer Collection Agent in writing of the revocation of its appointment as the Servicer Collection Agent hereunder. Upon revocation of the ServicerCollection Agent’s appointment hereunder, the Administrator Co-Agents shall appoint a successor ServicerCollection Agent. The Servicer Collection Agent agrees that upon receipt of written notification from the Administrator Administrative Agent of the revocation of the ServicerCollection Agent’s appointment as the Servicer Collection Agent hereunder, the Servicer Collection Agent shall upon the written request of the Administrator Administrative Agent (which request may be contained in the notification of revocation) (i) notify all Obligors under the Receivables to make payment thereof to a bank account(s) or post office box designated by the Administrator Administrative Agent and specified in such notice, and (ii) pay to the Administrator Administrative Agent (or its designee) immediately all Collections then held or thereafter received by the Servicer Collection Agent or the applicable Originator of Receivables, together with all other payment obligations of the Servicer Collection Agent hereunder owing to any of the Lender Lenders or the Administrator. The Servicer shall, at its sole cost and expense, cooperate with and assist the successor the Servicer (including, without limitation, providing access to, and transferring, all Receivable Files and all records (including data| CH\784520.6|| 030466-processing records) relating thereto (which shall be held in trust for the benefit of the parties hereto in accordance with their respective interests) and, to the extent permissible, allowing the successor Servicer to use all licenses, hardware or software necessary or desirable to collect the Receivables) (it being understood and agreed that Jarden shall use its best efforts to obtain permission for such successor Servicer’s use of such software). Jarden irrevocably agrees to act (if requested to do so) as the data-processing agent for the successor Servicer (in substantially the same manner as Jarden conducted such data-processing functions while it acted as the Servicer). All costs and expenses incurred by the Servicer, successor Servicer, the Lender, Administrator or their respective counsel in connection with any transfer of servicing are for the account of Jarden and the Borrower, jointly and severally.0018

Cross-Default to Material Debt. (a) Failure of the Servicer or any Originator to pay any Debt in excess of $10,000,000 in aggregate principal amount (“Material Debt Debt”) when due; or (b) the default by the Servicer or any Originator in the performance of any term, provision or condition contained in any agreement or agreements under which any Material Debt was created or is governed, or any other event shall occur or condition exist, the effect of which is to cause, or to permit the holder or holders of such Material Debt to cause, such Material Debt Indebtedness to become due prior to its stated maturity; or (c) any Material Debt of the Servicer or any Originator shall be declared to be due and payable or required to be prepaid (other than by a regularly scheduled payment or as a result of the sale of an asset securing such Material Debtpayment) prior to the stated date of maturity thereof (it being understood that Servicer Events of Default thereof, in each case described in this Section 11.7.7 shall survive maturity the foregoing clause (a), (b) or extinguishment of the related Material Debt(c), whether or not waived. At any time during the continuance of any Servicer Event of Default or an Amortization EventDefault, the Administrator may, in its sole discretion discretion, notify the Servicer in writing of the revocation of its appointment as the Servicer hereunder. Upon revocation of the Servicer’s appointment hereunder, the Administrator shall appoint a successor Servicer. The Servicer agrees that upon receipt of written notification from the Administrator of the revocation of the Servicer’s appointment as the Servicer hereunder, the Servicer shall upon the written request of the Administrator (which request may be contained in the notification of revocation) (i) notify all Obligors under the Receivables to make payment thereof to a bank account(s) or post office box designated by the Administrator and specified in such notice, and (ii) pay to the Administrator (or its designee) immediately all Collections then held or thereafter received by the Servicer or the applicable Originator of Receivables, together with all other payment obligations of the Servicer hereunder owing to any of the Lender or the Administrator. The Servicer shall, at its sole cost and expense, cooperate with and assist the successor the Servicer (including, without limitation, providing access to, and transferring, all Receivable Files and all records (including data-processing records) relating thereto (which shall be held in trust for the benefit of the parties hereto in accordance with their respective interests)) and, to the extent permissible, and allowing the successor Servicer to use all licenses, hardware or software necessary or desirable to collect the Receivables) (it being understood and agreed that Jarden shall use its best efforts to obtain permission for such successor Servicer’s use of such software). Jarden G&K irrevocably agrees to act (if requested to do so) as the data-processing agent for the successor Servicer (in substantially the same manner as Jarden G&K conducted such data-processing functions while it acted as the Servicer). All costs and expenses incurred by the Servicer, successor Servicer, the Lender, Administrator or their respective counsel in connection with any transfer of servicing are for the account of Jarden and the Borrower, jointly and severally.

Cross-Default to Material Debt. (a) Failure of the Servicer or any Originator to pay any Debt in excess of $15,000,000 in aggregate principal amount (“Material Debt Debt”) when due; or (b) the default by the Servicer or any Originator in the performance of any term, provision or condition contained in any agreement or agreements under which any Material Debt was created or is governed, or any other event shall occur or condition exist, the effect of which is to cause, or to permit the holder or holders of such Material Debt to cause, such Material Debt Indebtedness to become due prior to its stated maturity; or (c) any Material Debt of the Servicer or any Originator shall be declared to be due and payable or required to be prepaid (other than by a regularly scheduled payment or as a result of the sale of an asset securing such Material Debtpayment) prior to the stated date of maturity thereof (it being understood that Servicer Events of Default thereof, in each case described in this Section 11.7.7 shall survive maturity the foregoing clause (a), (b) or extinguishment of the related Material Debt(c), whether or not waived. At any time during the continuance of any Servicer Event of Default or (which Servicer Event of Default (other than an Amortization EventEvent of Bankruptcy under Section 11.7.5), if capable of being remedied, has not been remedied for a period of thirty (30) days after the occurrence thereof), Administrator may, in its sole discretion discretion, notify the Servicer in writing of the revocation of its appointment as the Servicer hereunder. Upon revocation of the Servicer’s appointment hereunder, the Administrator shall appoint a successor Servicer. The Servicer agrees that upon receipt of written notification from the Administrator of the revocation of the Servicer’s appointment as the Servicer hereunder, the Servicer shall upon the written request of the Administrator (which request may be contained in the notification of revocation) (i) notify all Obligors under the Receivables to make payment thereof to a bank account(s) or post office box designated by the Administrator and specified in such notice, and (ii) pay to the Administrator (or its designee) immediately all Collections then held or thereafter received by the Servicer or the applicable Originator of Receivables, together with all other payment obligations of the Servicer hereunder owing to any of the Lender Lender, the LC Issuer or the Administrator. The Servicer shall, at its sole cost and expense, cooperate with and assist the successor the Servicer (including, without limitation, providing access to, and transferring, all Receivable Files and all records (including data-processing records) relating thereto (which shall be held in trust for the benefit of the parties hereto in accordance with their respective interests)) and, to the extent permissible, and allowing the successor Servicer to use all licenses, hardware or software necessary or desirable to collect the Receivables) (it being understood and agreed that Jarden shall use its best efforts to obtain permission for such successor Servicer’s use of such software). Jarden G&K irrevocably agrees to act (if requested to do so) as the data-processing agent for the successor Servicer (in substantially the same manner as Jarden G&K conducted such data-processing functions while it acted as the Servicer). All costs and expenses incurred by the Servicer, successor Servicer, the Lender, Administrator or their respective counsel in connection with any transfer of servicing are for the account of Jarden and the Borrower, jointly and severally.

Cross-Default to Material Debt. Failure of the Servicer or any Originator to pay any Material Debt in excess of $10,000,000 in aggregate principal amount ("MATERIAL DEBT") when due; or the default by the Servicer or any Originator in the performance of any term, provision or condition contained in any agreement or agreements under which any Material Debt was created or is governed, or any other event shall occur or condition exist, the effect of which is to cause, or to permit the holder or holders of such Material Debt to cause, such Material Debt Indebtedness to become due prior to its stated maturity; or any Material Debt of the Servicer or any Originator shall be declared to be due and payable or required to be prepaid (other than by a regularly scheduled payment or as a result of the sale of an asset securing such Material Debtpayment) prior to the stated date of maturity thereof (it being understood that Servicer Events of Default described in this Section 11.7.7 shall survive maturity or extinguishment of the related Material Debt)thereof. At any time during the continuance of any Servicer Event of Default or an Amortization EventDefault, the Administrator may, in its sole discretion discretion, notify the Servicer in writing of the revocation of its appointment as the Servicer hereunder. Upon revocation of the Servicer’s 's appointment hereunder, the Administrator shall appoint a successor Servicer. The Servicer agrees that upon receipt of written notification from the Administrator of the revocation of the Servicer’s 's appointment as the Servicer hereunder, the Servicer shall upon the written request of the Administrator (which request may be contained in the notification of revocation) (i) notify all Obligors under the Receivables to make payment thereof to a bank account(s) or post office box designated by the Administrator and specified in such notice, and (ii) pay to the Administrator (or its designee) immediately all Collections then held or thereafter received by the Servicer or the applicable Originator of Receivables, together with all other payment obligations of the Servicer hereunder owing to any of the Lender or the Administrator. The Servicer shall, at its sole cost and expense, cooperate with and assist the successor the Servicer (including, without limitation, providing access to, and transferring, all Receivable Files and all records (including data-processing records) relating thereto (which shall be held in trust for the benefit of the parties hereto in accordance with their respective interests)) and, to the extent permissible, and allowing the successor Servicer to use all licenses, hardware or software necessary or desirable to collect the Receivables) (it being understood and agreed that Jarden shall use its best efforts to obtain permission for such successor Servicer’s use of such software). Jarden G&K irrevocably agrees to act (if requested to do so) as the data-processing agent for the successor Servicer (in substantially the same manner as Jarden G&K conducted such data-processing functions while it acted as the Servicer). All costs and expenses incurred by the Servicer, successor Servicer, the Lender, Administrator or their respective counsel in connection with any transfer of servicing are for the account of Jarden and the Borrower, jointly and severally.