Common use of Cross-Defaults Clause in Contracts

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 10,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt Indebtedness evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 10,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, or such Guarantor Borrower and its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 15,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt Indebtedness evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 15,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, or such Guarantor Borrower and its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Relevant Subsidiaries shall fail fails to pay any principal of or premium or interest on its Debt which that is outstanding in a principal amount of at least $1,000,000 200,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or such Borrower and any of their respective its Relevant Subsidiaries so in default (but excluding Debt evidenced by the NotesNote) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debtany Debt Instrument; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which Instrument that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 200,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Borrower or such Guarantor any of its Relevant Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt in a principal amount of at least $200,000 individually or when aggregated with all such Debt of such Borrower or any of its Relevant Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;. Senior First Lien Secured Credit Agreement – Page 57

Cross-Defaults. (i) The Borrower, any Guarantor the Parent or any of their respective -------------- Subsidiaries shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor the Parent or any of their respective Subsidiaries so in default (but excluding Debt Indebtedness evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, the Parent or such Guarantor any of their respective Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, accelerate the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any Subsidiary of their respective Subsidiaries a Loan Party shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 7,500,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries such Subsidiary so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such Debt; , (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 7,500,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiaryany Guarantor, or any such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; , or (iii) any such Debt which is outstanding in a principal amount of at least $7,500,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any such Subsidiary so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Hedge Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Hedge Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such DebtDebt (including, without limitation, the Subordinated Credit Agreement); (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “"principal amount” " of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Any Loan Party or any of their respective Subsidiaries Subsidiary shall fail to pay any principal of or premium or interest on any of its Debt which which, individually or in the aggregate, is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default 2,500,000 (but excluding Debt evidenced by the NotesAdvances or Swingline Loans) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 2,500,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor Person so in default, and shall continue after default (but excluding Debt evidenced by the applicable grace period, if any, specified in such agreement Advances or instrumentSwingline Loans), if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; or (iv) there occurs under any Hedge Contract an Early Termination Date (as defined in such Hedge Contract) resulting from (A) an event of default under such Hedge Contract as to which a Borrower or a Subsidiary thereof is the Defaulting Party (as defined in such Hedge Contract) or (B) any Termination Event (as so defined) under such Hedge Contract as to which a Borrower or a Subsidiary thereof is an Affected Party (as so defined) and, in either event, the Swap Termination Value owed by such Borrower or such Subsidiary as a result thereof is greater than $2,500,000, provided that, for purposes of this subsection 7.01(dSection 7.01(d)(iv), the “principal amount” of the obligations in respect of any Hedging Hedge Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Hedge Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 2,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 2,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Any Loan Party or any of their respective Subsidiaries Subsidiary thereof shall fail to pay any principal of or of, premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any other amount payable in respect of their respective Subsidiaries so in default (but excluding any Material Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement ; or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all any such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace periodMaterial Debt, if any, specified in such agreement or instrument, if (A) the effect of such event or condition is to accelerate, or to permit the acceleration of, of the maturity of such DebtMaterial Debt or otherwise permit the holders thereof to cause such Material Debt to mature, and (B) only with respect to Material Debt described in clause (a) or (b) of the definition thereof, such event or condition shall remain unremedied or otherwise uncured for a period of 30 days; or (iii) the maturity of any such Material Debt shall be accelerated or any such Material Debt shall be declared to be due and payable, payable or required to be prepaid or redeemed (other than by a regularly scheduled required prepaymentprepayment or redemption), purchased or defeased, or an offer to prepay, redeem, purchase or defease such Material Debt shall be required to be made, in each case prior to the stated maturity thereof; provided that, and for purposes the avoidance of this subsection 7.01(d)doubt, the “principal amount” settlement by the Parent Guarantor of conversions of Permitted Convertible Notes by the holders thereof, whether through the delivery of shares of common stock of the obligations Parent, cash or a combination thereof in respect accordance with the terms of any Hedging Contracts at any time such Permitted Convertible Notes shall be the maximum aggregate amount not constitute an Event of Default under this Section 6.01(e). (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;f)

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which Indebtedness that is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by Indebtedness under the NotesLoan Documents) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which Indebtedness (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, any Guarantor or such Guarantor any of their respective Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness in a principal amount of at least $1,000,000 individually or when aggregated with all such Indebtedness of the Borrower, any Guarantor or any of their respective Subsidiaries shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts Hedge Contract at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were Hedge Contract was terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Any Obligor or any Subsidiary of their respective Subsidiaries an Obligor shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 10,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Obligor or any Subsidiary of their respective Subsidiaries an Obligor so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 10,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Obligor or such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection Section 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;.

Cross-Defaults. (i) The Borrower, any Guarantor Any Loan Party or any of their respective Subsidiaries Restricted Subsidiary thereof shall fail to pay any principal of or premium or interest on its Debt which Indebtedness (other than any First Lien Debt) that is outstanding in a principal amount of at least $1,000,000 20,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Loan Party or any of their respective Subsidiaries Restricted Subsidiary thereof so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which Indebtedness (other than any First Lien Debt) (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 20,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, any Loan Party or such Guarantor any Restricted Subsidiary thereof so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness in a principal amount of at least $20,000,000 individually or when aggregated with all such Indebtedness of any Loan Party or any Restricted Subsidiary thereof shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts Hedge Contract at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such timeHedge Termination Value thereof;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 35,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 35,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, or such Guarantor Borrower and its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness referred to in clause (i) or (ii) above shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d7.1(d), the “principal amount” of the obligations in respect of any Hedging Contracts Financial Contract at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts Financial Contract were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Any Borrower or any Subsidiary of their respective Subsidiaries a Borrower shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 250,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Borrower or any Subsidiary of their respective Subsidiaries a Borrower so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 250,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Borrower or such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection Section 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower and or any of their respective its Restricted Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which that is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Borrower or any of their respective its Restricted Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Borrower or such Guarantor Restricted Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt in a principal amount of at least $5,000,000 individually or when aggregated with all such Debt of the Borrower or such Restricted Subsidiary shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such DebtDebt (including, without limitation, the Senior Credit Agreement); (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “"principal amount” " of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt (including, without limitation, the Subordinated Credit Agreement) which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;.

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtDebt (including, without limitation, the First Lien Credit Agreement); (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Hedge Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Hedge Contracts were terminated at such time;.

Cross-Defaults. (i) The Borrower, any Guarantor Borrower and or any of their respective its Restricted Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which that is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Borrower or any of their respective its Restricted Subsidiaries so in default (but excluding the Debt evidenced by the Noteshereunder) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Borrower or such Guarantor Restricted Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt in a principal amount of at least $5,000,000 individually or when aggregated with all such Debt of the Borrower or such Restricted Subsidiary shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any Subsidiary of their respective Subsidiaries the Borrower shall fail to pay any principal of or premium or interest on its Debt respective Indebtedness which is outstanding in a principal amount of at least $1,000,000 2,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt Indebtedness evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 2,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, or such Guarantor Borrower and its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness prior to the stated maturity thereof; or (iii) any such Debt Indebtedness shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to prepayment or prepayments contractually required from proceeds received upon the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect sale of any Hedging Contracts at Property); or (iv) the Borrower or any time shall of its Subsidiaries is in default under any agreement which could reasonably be the maximum aggregate amount (giving effect expected to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such timeresult in a Material Adverse Effect;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Significant Subsidiaries shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 125,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 125,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, or such Guarantor Borrower and its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness referred to in clause (i) or (ii) above shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d7.1(d), the “principal amount” of the obligations in respect of any Hedging Contracts Financial Contract at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts Financial Contract were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Restricted Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) Material Obligations when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtMaterial Obligations; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in defaultMaterial Obligations, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtMaterial Obligations; or (iii) any such Debt Material Obligations shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of that this subsection 7.01(d), the “principal amount” clause (d) shall not apply to (y) secured Debt that becomes due as a result of the obligations in respect voluntary sale or transfer of the property or assets securing such Debt, if such sale or transfer is permitted hereunder and under the documents providing for such Debt and (z) termination events or similar events occurring under any Swap Contract that constitutes Material Obligations (it being understood that this clause (d) will apply to any failure to make any payment required as a result of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such timetermination or similar event);

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt (other than the CIECO Debt) which is outstanding in a principal amount of at least $1,000,000 500,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt (including, without limitation, any event of default or termination event under any Interest Rate Agreement or Hydrocarbon Hedge Agreement but excluding any event of default under the CIECO Loan Documents) which is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 500,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Guarantor or such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt (other than the CIECO Debt) shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), ) prior to the stated maturity thereof; provided that, that for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at 42 least $1,000,000 125,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 125,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, or such Guarantor Borrower and its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; (iii) any “Event of Default” under the 5-Year Credit Agreement shall have occurred; or (iv) any Indebtedness referred to in clause (i), (ii) or (iii) any such Debt above shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d7.1(d), the “principal amount” of the obligations in respect of any Hedging Contracts Financial Contract at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts Financial Contract were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt (but excluding Debt constituting Obligations under the Credit Documents) which is outstanding in a principal an amount of at least (A) with respect to Debt which constitutes Deferred Purchase Price, $1,000,000 2,000,000 individually or when aggregated with all other Debt of the Borrower or its Subsidiaries which constitutes Deferred Purchase Price and is so in default; or (B) with respect to any other Debt, $500,000 individually or when aggregated with all such other Debt of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt evidenced by the Notes) default, when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to the Debt which is outstanding specified in a principal amount clause (i)(A) or (B) of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, this paragraph (d) and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, accelerate the maturity of such Debt; or (iii) any such Debt specified in clause (i)(A) or (B) of this paragraph (d) shall properly be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided thatand in any such event, for purposes if (in the case of this subsection 7.01(d), the “principal amount” of the obligations Debt constituting Deferred Purchase Price only) such default is not cured in respect of any Hedging Contracts at any time shall be the maximum aggregate amount full within ten (giving effect to any netting agreements10) that would be required to be paid if such Hedging Contracts were terminated at such timeBusiness Days thereafter;

Cross-Defaults. (i) The Borrower, any Guarantor Guarantor, or any Subsidiary of their respective Subsidiaries a Loan Party shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Guarantor, or any of their respective Subsidiaries such Subsidiary so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiaryany Guarantor, or any such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the HOUSTON\2067330.8 -70- acceleration of, the maturity of such Debt; or (iii) any such Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated all such Debt of the Borrower, any Guarantor, or any such Subsidiary so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Any Loan Party or any of their respective Subsidiaries Subsidiary thereof shall fail to pay any principal of or premium or interest on its Debt which Indebtedness that is outstanding in a principal amount of at least $1,000,000 35,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Loan Party or any of their respective Subsidiaries Subsidiary thereof so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which Indebtedness (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 35,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, any Loan Party or such Guarantor any Subsidiary thereof so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness in a principal amount of at least $35,000,000 individually or when aggregated with all such Indebtedness of any Loan Party or any Subsidiary thereof shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepaymentprepayment or as a result of a Disposition permitted by this Agreement), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts Hedge Contract at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such timeHedge Termination Value thereof;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower and or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which that is outstanding in a principal amount of at least $1,000,000 250,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 250,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Borrower or such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt in a principal amount of at least $250,000 individually or when aggregated with all such Debt of the Borrower or such Subsidiary shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, that for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Hedge Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;Swap Termination Value thereof.

Cross-Defaults. (i) The Borrower, any Guarantor Guarantor, or any Subsidiary of their respective Subsidiaries a Loan Party shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Guarantor, or any of their respective Subsidiaries such Subsidiary so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiaryany Guarantor, or any such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor, or any such Subsidiary so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “"principal amount” " of the obligations in respect of any Hedging Hedge Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Hedge Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt (including, without limitation, the Senior Credit Agreement) which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;.

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries Any Credit Party shall fail to pay any principal of or premium or interest on its Debt which that is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which (including, without limitation, any event of default, termination event or additional termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt in a principal amount of at least $1,000,000 shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepaymentprepayment or mandatory prepayment other than a mandatory prepayment of all or substantially all of such Debt), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dSection 7.1(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time, (iv) any event or circumstances occurs and is continuing which constitutes an event of default under the Indenture if the effect of such event or condition is to accelerate or to permit the acceleration of, the maturity of such Debt (without giving effect to any notices of such event of default), (v) any breach or violation of the Exchange Agreement or Registration Rights Agreement (including the failure to issue Convertible Notes in accordance with the Exchange Agreement) or (vi) any event or circumstances occurs and is continuing which constitutes an event of default under the TriplePoint Loan Documents if the effect of such event or condition is to accelerate or to permit the acceleration of, the maturity of such Debt under the TriplePoint Loan Documents;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtDebt (including, without limitation, the Senior Credit Agreement); (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Hedge Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Hedge Contracts were terminated at such time;.

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 50,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 50,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, or such Guarantor Borrower and its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d7.1(d), the “principal amount” of the obligations in respect of any Hedging Contracts Financial Contract at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts Financial Contract were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt (other than the CIECO Debt) which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt (including, without limitation, any event of default or termination event under any Interest Rate Agreement or Hydrocarbon Hedge Agreement but excluding any event of default under the CIECO Loan Documents) which is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Guarantor or such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt (other than the CIECO Debt) shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), ) prior to the stated maturity thereof; provided that, that for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries -------------- shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt Indebtedness evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, or such Guarantor Borrower and its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 125,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 125,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, or such Guarantor Borrower and its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; (iii) any “Event of Default” under the 364-Day Credit Agreement shall have occurred; or (iv) any Indebtedness referred to in clause (i), (ii) or (iii) any such Debt above shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), 55 prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d7.1(d), the “principal amount” of the obligations in respect of any Hedging Contracts Financial Contract at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts Financial Contract were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries (other than Foreign Subsidiaries) shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 250,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Borrower or any of their respective such Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to such Debt which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “"principal amount” " of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt (including, without limitation, the Subordinated Credit Agreement) which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Any Loan Party or any of their respective Subsidiaries Subsidiary thereof shall fail to pay any principal of or of, premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any other amount payable in respect of their respective Subsidiaries so in default (but excluding any Material Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement ; or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all any such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace periodMaterial Debt, if any, specified in such agreement or instrument, if (A) the effect of such event or condition is to accelerate, or to permit the acceleration of, of the maturity of such DebtMaterial Debt or otherwise permit the holders thereof to cause such Material Debt to mature, and (B) only with respect to Material Debt described in clause (a) or (b) of the definition thereof, such event or condition shall remain unremedied or otherwise uncured for a period of 30 days; or (iii) the maturity of any such Material Debt shall be accelerated or any such Material Debt shall be declared to be due and payable, payable or required to be prepaid or redeemed (other than by a regularly scheduled required prepaymentprepayment or redemption), purchased or defeased, or an offer to prepay, redeem, purchase or defease such Material Debt shall be required to be made, in each case prior to the stated maturity thereof; provided that, and for purposes the avoidance of this subsection 7.01(d)doubt, the “principal amount” settlement by the Parent Guarantor of conversions of Permitted Convertible Notes by the holders thereof, whether through the delivery of shares of common stock of the obligations Parent, cash or a combination thereof in respect accordance with the terms of any Hedging Contracts at any time such Permitted Convertible Notes shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;not constitute an Event of Default under this Section 6.01(e).

Cross-Defaults. (i) The BorrowerAnyHoldings, any Guarantor Loan Party or any of their respective Subsidiaries Subsidiary thereof shall fail to pay any principal of or premium or interest on its Debt which Indebtedness that is outstanding in a principal amount of at least $1,000,000 25,000,000 individually or when aggregated with all such Debt Indebtedness of the BorrowerHoldings, any Guarantor Loan Party or any of their respective Subsidiaries Subsidiary thereof so in default (but excluding Debt evidenced by Indebtedness under the NotesLoan Documents) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which Indebtedness (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 25,000,000 individually or when aggregated with all such Debt Indebtedness of the BorrowerHoldings, such Subsidiary, any Loan Party or such Guarantor any Subsidiary thereof so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness in a principal amount of at least $25,000,000 individually or when aggregated with all such Indebtedness of Holdings, any Loan Party or any Subsidiary thereof shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts Hedge Contract at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such timeHedge Termination Value thereof;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt (including, without limitation, the Senior Credit Agreement) which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower and or any of their respective its Restricted Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which that is outstanding in a principal amount of at least $1,000,000 2,500,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Borrower or any of their respective its Restricted Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 2,500,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Borrower or such Guarantor Restricted Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt in a principal amount of at least $2,500,000 individually or when aggregated with all such Debt of the Borrower or such Restricted Subsidiary shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Company or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 15,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Company or any of their respective its Subsidiaries so in default (but excluding Debt Indebtedness evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement agreement, document or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement agreement, document or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 15,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, Company or such Guarantor its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement agreement, document or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower and or any of their respective its Restricted Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which (other than Debt in respect of the First Lien Credit Agreement but including Debt in respect of the Senior Unsecured Notes) that is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Borrower or any of their respective its Restricted Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which (other than Debt in respect of the First Lien Credit Agreement but including Debt in respect of the Senior Unsecured Notes) (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Borrower or such Guarantor Restricted Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt in a principal amount of at least $5,000,000 individually or when aggregated with all such Debt of the Borrower or such Restricted Subsidiary shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the NotesNotes and the First Lien Loan Documents) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt (including, without limitation, any event of default or termination event under any Interest Rate Agreement or Hydrocarbon Hedge Agreement) which is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Guarantor or such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), ) prior to the stated maturity thereof; provided that, that for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 10,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt of the Borrower, any Guarantor or any of their respective Subsidiaries which is outstanding in a principal amount of at least $1,000,000 10,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt (including, without limitation, any event of default or termination event under any Interest Rate Agreement or Hydrocarbon Hedge Agreement) which is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Guarantor or such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, that for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Restricted Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which that is outstanding in a principal amount of at least $1,000,000 15,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Borrower or any of their respective its Restricted Subsidiaries so in default (but excluding the Debt evidenced by the Noteshereunder) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 15,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Borrower or such Guarantor Restricted Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt in a principal amount of at least $15,000,000 individually or when aggregated with all such Debt of the Borrower or such Restricted Subsidiary shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Guarantor, or any Subsidiary of their respective Subsidiaries a Loan Party shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Guarantor, or any of their respective Subsidiaries such Subsidiary so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiaryany Guarantor, or any such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt which is outstanding in a principal amount of at least $5,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor, or any such Subsidiary so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Hedge Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such timeHedge Termination Value;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtDebt (including, without limitation, the Subordinated Credit Agreement); (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;subsection

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt or pay any net hedging obligation which is outstanding in a principal amount of at least $1,000,000 2,500,000.00 individually or when aggregated with all such Debt or net hedging obligations of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtDebt or such hedging obligations; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 2,500,000.00 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor Borrower and its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt (including, without limitation, any event of default or termination event under any Interest Rate Agreement or Hydrocarbon Hedge Agreement) which is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Guarantor or such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), ) prior to the stated maturity thereof; provided that, that for purposes of this subsection 7.01(dparagraph (d), the “"principal amount” " of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 15,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt Indebtedness evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement agreement, document or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement agreement, document or instrument relating to Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 15,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, Borrower or such Guarantor its Subsidiaries so in default, and shall continue after the applicable grace period, if any, specified in such agreement agreement, document or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Either Obligor, any Subsidiary of the Borrower, any Guarantor Guaranteeing Affiliate or any of their respective Subsidiaries HCLP shall fail to pay any principal of or premium or interest on its Debt Indebtedness which is outstanding in a principal amount of at least $1,000,000 10,000,000 individually or when aggregated with all such Debt Indebtedness of the Obligors, the Subsidiaries of the Borrower, any Guarantor or any of their respective Subsidiaries the Guaranteeing Affiliates and HCLP so in default (but excluding Debt evidenced by the NotesIndebtedness hereunder) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor Indebtedness so in default, and shall continue be continuing after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Guarantor, or any Subsidiary of their respective Subsidiaries a Loan Party shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Guarantor, or any of their respective Subsidiaries such Subsidiary so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiaryany Guarantor, or any such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor, or any such Subsidiary so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “"principal amount” " of the obligations in respect of any Hedging Hedge Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such timeHedge Termination Value;

Cross-Defaults. (i) The Borrower, any Guarantor Borrower or any of their respective its Subsidiaries shall fail to pay any principal of or premium or interest on its Debt (but excluding Debt constituting Obligations under the Credit Documents) which is outstanding in a principal an amount of at least (A) with respect to Debt which constitutes Deferred Purchase Price, $2,000,000 individually or $5,000,000 when aggregated with all other Debt of the Borrower or its Subsidiaries which constitutes Deferred Purchase Price and is so in default; or (B) with respect to any other Debt, $1,000,000 individually or when aggregated with all such other Debt of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries so in default (but excluding Debt evidenced by the Notes) default, when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to the Debt which is outstanding specified in a principal amount clause (i)(A) or (B) of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, or such Guarantor so in default, this paragraph (d) and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, accelerate the maturity of such Debt; or (iii) any such Debt specified in clause (i)(A) or (B) of this paragraph (d) shall properly be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided thatand in any such event, for purposes if (in the case of this subsection 7.01(d), the “principal amount” of the obligations Debt constituting Deferred Purchase Price only) such default is not cured in respect of any Hedging Contracts at any time shall be the maximum aggregate amount full within ten (giving effect to any netting agreements10) that would be required to be paid if such Hedging Contracts were terminated at such timeBusiness Days thereafter;

Cross-Defaults. (i) The Borrower, any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt (including, without limitation, any event of default or termination event under any Interest Rate Agreement or Hydrocarbon Hedge Agreement) which is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 5,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Guarantor or such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), ) prior to the stated maturity thereof; provided that, that for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to 80 any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Any Loan Party or any of their respective Subsidiaries Subsidiary thereof shall fail to pay any principal of or premium or interest on its Debt which Indebtedness that is outstanding in a principal amount of at least $1,000,000 25,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, any Guarantor Loan Party or any of their respective Subsidiaries Subsidiary thereof so in default (but excluding Debt evidenced by Indebtedness under the NotesLoan Documents) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such DebtIndebtedness; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which Indebtedness (including, without limitation, any event of default or termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 25,000,000 individually or when aggregated with all such Debt Indebtedness of the Borrower, such Subsidiary, any Loan Party or such Guarantor any Subsidiary thereof so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such DebtIndebtedness; or (iii) any such Debt Indebtedness in a principal amount of at least $25,000,000 individually or when aggregated with all such Indebtedness of any Loan Party or any Subsidiary thereof shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(d), the “principal amount” of the obligations in respect of any Hedging Contracts Hedge Contract at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such timeHedge Termination Value thereof;

Cross-Defaults. (i) The Borrower, any Guarantor Guarantor, or any Subsidiary of their respective Subsidiaries a Loan Party or the Joint Venture shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 7,500,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Guarantor, or any of their respective Subsidiaries such Subsidiary or the Joint Venture so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such Debt; , (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 7,500,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiaryany Guarantor, or any such Guarantor Subsidiary or the Joint Venture so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; , or (iii) any such Debt which is outstanding in a principal amount of at least $7,500,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor, or any such Subsidiary or the Joint Venture so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “principal amount” of the obligations in respect of any Hedging Hedge Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Hedge Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, any Guarantor Guarantor, or any Subsidiary of their respective Subsidiaries a Loan Party shall fail to pay any principal of or premium or interest on its Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor Guarantor, or any of their respective Subsidiaries such Subsidiary so in default (but excluding Debt evidenced by the NotesObligations) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace or cure period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiaryany Guarantor, or any such Guarantor Subsidiary so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt which is outstanding in a principal amount of at least $1,000,000 individually or when aggregated with all such Debt of the Borrower, any Guarantor, or any such Subsidiary so in default, shall be declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dparagraph (d), the “"principal amount” " of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;

Cross-Defaults. (i) The Borrower, Borrower or any Guarantor or any of their respective Subsidiaries shall fail to pay any principal of or premium or interest on its Debt which that is outstanding in a principal amount of at least $1,000,000 500,000 individually or when aggregated with all such Debt of the Borrower, Borrower or any Guarantor or any of their respective Subsidiaries so in default (but excluding Debt evidenced by the Notes) when the same becomes due and payable (whether by scheduled maturity, required prepayment, acceleration, demand or otherwise), and such failure shall continue after the applicable grace period, if any, specified in the agreement or instrument relating to such Debt; (ii) any other event shall occur or condition shall exist under any agreement or instrument relating to Debt which (including, without limitation, any event of default, termination event or additional termination event under any Hedge Contract) that is outstanding in a principal amount (or termination payment amount or similar amount) of at least $1,000,000 500,000 individually or when aggregated with all such Debt of the Borrower, such Subsidiary, Borrower or such any Guarantor so in default, and shall continue after the applicable grace period, if any, specified in such agreement or instrument, if the effect of such event or condition is to accelerate, or to permit the acceleration of, the maturity of such Debt; or (iii) any such Debt in a principal amount of at least $500,000 individually or when aggregated with all such Debt of Borrower or any Guarantor shall be 57 declared to be due and payable, or required to be prepaid (other than by a regularly scheduled required prepayment), prior to the stated maturity thereof; provided that, for purposes of this subsection 7.01(dSection 7.1(d), the “principal amount” of the obligations in respect of any Hedging Contracts at any time shall be the maximum aggregate amount (giving effect to any netting agreements) that would be required to be paid if such Hedging Contracts were terminated at such time;