Events of Default and MSSB’s and CGM’s Rights on Default. The occurrence of any of the following shall be “Events of Default” under this Agreement: (a) the issuance of any warrant or order of attachment against Your Account or the levying of any judgment against Your Account; (b) Your failure to make when due any payment or delivery under this Agreement or You otherwise breach any term of this Agreement; (c) if You die, are adjudicated incompetent, become insolvent or commence or have commenced against You any action for the appointment of a trustee, receiver, administrator to or for Your liquidation, winding up or dissolution, or for the reorganization, composition or arrangement of Your debts, or any other procedure under any law of any applicable jurisdiction having the same or analogous effect, and, in the case of any such action commenced involuntarily against You, the action is not stayed or dismissed within 15 (fifteen) days; (d) You fail or admit Your inability to pay Your debts generally as they become due, or there is a material adverse change in Your financial condition or net asset value; (e) You default on a material obligation under any other agreement between You, MSSB or CGM or any of their affiliates; (f) any representation You made in this Agreement or in any form required by this Agreement proves to have been false or misleading in any material respect when given; or (g) CGM in its discretion reasonably considers it necessary for its protection. Upon the occurrence of any Event of Default, MSSB or CGM shall have the right, in addition to any other remedy available to MSSB or CGM at law or in equity, to liquidate any or all open Contracts held in or for Your Account by any means of lawful disposition (including without limitation through any exchange of futures for physicals, block trade, or similar transaction permitted under applicable exchange rules), to apply any of Your cash, securities or other property held by or for MSSB or CGM or any of their affiliates toward amounts payable by You hereunder, to reduce any amounts due and owing to You by setting off against such amounts any amounts due to MSSB, CGM or any of their CGM’s its affiliates by You and to convert any such amounts or the net of such amounts to a single currency, to hedge positions in Your Account, and to take any other action in respect of Your Account, all in a commercially reasonable manner and all without further demand for margin and without notice or advertisement, except MSSB or CGM will make reasonable efforts under the...
