Common use of Events Relating to Plans and Benefit Arrangements Clause in Contracts

Events Relating to Plans and Benefit Arrangements. (i) any member of the Borrower’s Controlled Group shall fail to pay when due an amount or amounts aggregating in excess of $30,000,000 which it shall have become liable to pay under Title IV of ERISA, or notice of intent to terminate a Plan or Plans of such Borrower which in the aggregate have Unfunded Liabilities in excess of $30,000,000 shall be filed under Title IV of ERISA by such Borrower or any member of the Controlled Group, any plan administrator of the Plan or Plans or any combination of the foregoing or any Reportable Event that would reasonably be expected to have a Material Adverse Effect shall occur in connection with any Plan; (ii) the Borrower or any member of the Controlled Group shall have been notified by the sponsor of a Multiemployer Plan that it has incurred withdrawal liability to such Multiemployer Plan in an amount that, when aggregated with all other amounts required to be paid to Multiemployer Plans by the Borrower or any other member of the Controlled Group as withdrawal liability (determined as of the date of such notification), exceeds $10,000,000 or requires payment exceeding $10,000,000 per annum; or (iii) the Borrower or any other member of the Controlled Group shall have been notified by the sponsor of a Multiemployer Plan that such Multiemployer Plan is in reorganization or is being terminated, within the meaning of Title IV of ERISA, if as a result of such reorganization or termination the aggregate annual contribution of the Borrower and the other members of the Controlled Group (taken as a whole) to all Multiemployer Plans that are then in reorganization or being terminated have been or will be increased over the amounts contributed to such Multiemployer Plans for the respective plan years of each such Multiemployer Plan immediately preceding the plan in year in which the reorganization or termination occurs by an amount exceeding $10,000,000;

Events Relating to Plans and Benefit Arrangements. Any of the following occurs: (i) any member Reportable Event which constitutes grounds for the termination of any Plan by the Borrower’s Controlled Group shall fail PBGC or the appointment of a trustee to pay when due an amount administer or amounts aggregating in excess of $30,000,000 which it liquidate any Plan, shall have become liable occurred and be continuing; (ii) proceedings shall have been instituted or other action taken to pay under Title IV of ERISAterminate any Plan, or a termination notice shall have been filed with respect to any Plan; (iii) a trustee shall be appointed to administer or liquidate any Plan; (iv) the PBGC shall give notice of its intent to institute proceedings to terminate a Plan or Plans of such Borrower which in the aggregate have Unfunded Liabilities in excess of $30,000,000 shall be filed under Title IV of ERISA by such Borrower or any member of the Controlled Group, any plan administrator of the Plan or Plans or any combination of the foregoing to appoint a trustee to administer or any Reportable Event that would reasonably be expected to have a Material Adverse Effect shall occur in connection with liquidate any Plan; and, in the case of the occurrence of (i), (ii), (iii), or (iv) above, the Administrative Agent determines in good faith that the amount of the Loan Parties' liability is likely to exceed ten percent (10%) of its consolidated tangible net worth; (v) the Borrower or any member of the Controlled ERISA Group shall have been notified by the sponsor of fail to make any contributions when due to a Plan, Multiemployer Plan that it has incurred withdrawal liability to such Multiemployer Plan in an amount that, when aggregated with all other amounts required to be paid to Multiemployer Plans by the Borrower or Multiple Employer Plan; (vi) any Loan Party or any other member Subsidiary provides any form of the Controlled Group security under Internal Revenue Code Section 436(f) in order to avoid funding-based limits on benefits and benefit accruals under any Plan, as withdrawal liability required under Internal Revenue Code Section 436, or make any amendment to a Plan for which contributions (determined as in addition to contributions required under ERISA Section 303) are required under Section 206(g)(2) of the date of such notification), exceeds $10,000,000 or requires payment exceeding $10,000,000 per annumERISA; or (iiivii) the Borrower or any other member of the Controlled ERISA Group shall have been notified by the sponsor of withdraw completely or partially from a Multiemployer Plan that such Multiemployer Plan is in reorganization or is being terminated, within a Multiple Employer Plan; (viii) the meaning of Title IV of ERISA, if as a result of such reorganization Borrower or termination the aggregate annual contribution any other member of the Borrower and the other members ERISA Group shall withdraw (or shall be deemed under Section 4062(e) of ERISA to withdraw) from a Multiple Employer Plan; or (ix) any applicable Law is adopted, changed or interpreted by any Official Body with respect to or otherwise affecting one or more Plans, Multiemployer Plans, Multiple Employer Plans or Benefit Arrangements and, with respect to any of the Controlled Group events specified in (taken as v), (vi), (vii), (viii) or (ix), the occurrence of which would be reasonably likely to result in a whole) to all Multiemployer Plans that are then in reorganization or being terminated have been or will be increased over the amounts contributed to such Multiemployer Plans for the respective plan years of each such Multiemployer Plan immediately preceding the plan in year in which the reorganization or termination occurs by an amount exceeding $10,000,000Material Adverse Change;

Events Relating to Plans and Benefit Arrangements. (i) any member (i) An ERISA Event occurs with respect to a Plan which has resulted or could reasonably be expected to result in liability of the Borrower’s Controlled Group shall fail to pay when due an amount or amounts aggregating in excess of $30,000,000 which it shall have become liable to pay under Title IV of ERISA, or notice of intent to terminate a Plan or Plans of such Borrower which in the aggregate have Unfunded Liabilities in excess of $30,000,000 shall be filed under Title IV of ERISA by such to the Plan or the PBGC in an aggregate amount in excess of $5,000,000, (ii) Borrower or any other member of the Controlled GroupERISA Group fails to pay when due, after the expiration of any applicable grace period, any plan administrator installment payment with respect to its withdrawal liability under Section 4201 of ERISA under a Multiemployer Plan in excess of $5,000,000, (iii) any Reportable Event, which the Administrative Agent determines in good faith constitutes grounds for the termination of any Plan by the PBGC or the appointment of a trustee to administer or liquidate any Plan, shall have occurred and be continuing, (iv) proceedings shall have been instituted or other action taken to terminate any Plan, or a termination notice shall have been filed with respect to any Plan, (v) a trustee shall be appointed to administer or liquidate any Plan, (vi) the PBGC shall give notice of its intent to institute proceedings to terminate any Plan or Plans or any combination of the foregoing to appoint a trustee to administer or any Reportable Event that would reasonably be expected to have a Material Adverse Effect shall occur in connection with liquidate any Plan; and, in the case of the occurrence of (iiiii), (iv), (v) or (vi) above, the Administrative Agent determines in good faith that the amount of the Borrower’s liability is likely to exceed $5,000,000, (vii) the Borrower or any member of the Controlled ERISA Group shall have been notified by the sponsor of fail to make any contributions when due to a Plan or a Multiemployer Plan that it has incurred Plan, including, but not limited to, any installment payments with respect to withdrawal liability to such under Section 4201 of ERISA under a Multiemployer Plan in an aggregate amount thatwhich could reasonably be expected to result in a Material Adverse Change, when aggregated with all other amounts required to be paid to Multiemployer Plans by the Borrower or any other member of the Controlled Group as withdrawal liability (determined as of the date of such notification), exceeds $10,000,000 or requires payment exceeding $10,000,000 per annum; or (iiiviii) the Borrower or any other member of the Controlled ERISA Group shall have been notified by the sponsor of withdraw completely or partially from a Multiemployer Plan, (ix) the Borrower or any other member of the ERISA Group shall withdraw (or shall be deemed under Section 4062(e) of ERISA to withdraw) from a Multiple Employer Plan, (x) the responsible actuary for any Plan or Multiemployer Plan certifies that such the Plan or Multiemployer Plan is considered an at-risk plan or a plan in reorganization endangered or is being terminated, critical status within the meaning of Title IV Section 430, 431 and 432 of the Code or Sections 303, 304 and 305 of ERISA, if as a result or (xi) any applicable Law is adopted, changed or interpreted by any Official Body with respect to or otherwise affecting one or more Plans, Multiemployer Plans or Benefit Arrangements and, with respect to any of the events specified in (vii), (viii), (ix), or (x) or (xi), the Administrative Agent determines in good faith that any such reorganization or termination occurrence would be reasonably likely to materially and adversely affect the aggregate annual contribution of total enterprise represented by the Borrower and the other members of the Controlled Group (taken as a whole) to all Multiemployer Plans that are then in reorganization or being terminated have been or will be increased over the amounts contributed to such Multiemployer Plans for the respective plan years of each such Multiemployer Plan immediately preceding the plan in year in which the reorganization or termination occurs by an amount exceeding $10,000,000ERISA Group;

Events Relating to Plans and Benefit Arrangements. (i) any member An ERISA Event occurs with respect to a Plan which has resulted or could reasonably be expected to result in liability of the Borrower’s Controlled Group shall fail to pay when due an amount or amounts aggregating in excess of $30,000,000 which it shall have become liable to pay under Title IV of ERISA, or notice of intent to terminate a Plan or Plans of such Borrower which in the aggregate have Unfunded Liabilities in excess of $30,000,000 shall be filed under Title IV of ERISA by such to the Plan or the PBGC in an aggregate amount in excess of $5,000,000, (ii) Borrower or any other member of the Controlled GroupERISA Group fails to pay when due, after the expiration of any applicable grace period, any plan administrator installment payment with respect to its withdrawal liability under Section 4201 of ERISA under a Multiemployer Plan in excess of $5,000,000, (iii) any Reportable Event, which the Administrative Agent determines in good faith constitutes grounds for the termination of any Plan by the PBGC or the appointment of a trustee to administer or liquidate any Plan, shall have occurred and be continuing, (iv) proceedings shall have been instituted or other action taken to terminate any Plan, or a termination notice shall have been filed with respect to any Plan, (v) a trustee shall be appointed to administer or liquidate any Plan, (vi) the PBGC shall give notice of its intent to institute proceedings to terminate any Plan or Plans or any combination of the foregoing to appoint a trustee to administer or any Reportable Event that would reasonably be expected to have a Material Adverse Effect shall occur in connection with liquidate any Plan; and, in the case of the occurrence of (iiiii), (iv), (v) or (vi) above, the Administrative Agent determines in good faith that the amount of the Borrower’s liability is likely to exceed $5,000,000, (vii) the Borrower or any member of the Controlled ERISA Group shall have been notified by the sponsor of fail to make any contributions when due to a Plan or a Multiemployer Plan that it has incurred Plan, including, but not limited to, any installment payments with respect to withdrawal liability to such under Section 4201 of ERISA under a Multiemployer Plan in an aggregate amount thatwhich could reasonably be expected to result in a Material Adverse Change, when aggregated with all other amounts required to be paid to Multiemployer Plans by the Borrower or any other member of the Controlled Group as withdrawal liability (determined as of the date of such notification), exceeds $10,000,000 or requires payment exceeding $10,000,000 per annum; or (iiiviii) the Borrower or any other member of the Controlled ERISA Group shall have been notified by the sponsor of withdraw completely or partially from a Multiemployer Plan, (ix) the Borrower or any other member of the ERISA Group shall withdraw (or shall be deemed under Section 4062(e) of ERISA to withdraw) from a Multiple Employer Plan, (x) the responsible actuary for any Plan or Multiemployer Plan certifies that such the Plan or Multiemployer Plan is considered an at-risk plan or a plan in reorganization endangered or is being terminated, critical status within the meaning of Title IV Section 430, 431 and 432 of the Code or Sections 303, 304 and 305 of ERISA, if as a result or (xi) any applicable Law is adopted, changed or interpreted by any Official Body with respect to or otherwise affecting one or more Plans, Multiemployer Plans or Benefit Arrangements and, with respect to any of the events specified in (vii), (viii), (ix), or (x) or (xi), the Administrative Agent determines in good faith that any such reorganization or termination occurrence would be reasonably likely to materially and adversely affect the aggregate annual contribution of total enterprise represented by the Borrower and the other members of the Controlled Group (taken as a whole) to all Multiemployer Plans that are then in reorganization or being terminated have been or will be increased over the amounts contributed to such Multiemployer Plans for the respective plan years of each such Multiemployer Plan immediately preceding the plan in year in which the reorganization or termination occurs by an amount exceeding $10,000,000ERISA Group;

Events Relating to Plans and Benefit Arrangements. Any of the following occurs: (i) any member Reportable Event which constitutes grounds for the termination of any Plan by the Borrower’s Controlled Group shall fail PBGC or the appointment of a trustee to pay when due an amount administer or amounts aggregating in excess of $30,000,000 which it liquidate any Plan, shall have become liable occurred and be continuing; (ii) proceedings shall have been instituted or other action taken to pay under Title IV of ERISAterminate any Plan, or a termination notice shall have been filed with respect to any Plan; (iii) a trustee shall be appointed to administer or liquidate any Plan; (iv) the PBGC shall give notice of its intent to institute proceedings to terminate a any Plan or Plans of such Borrower which or to appoint a trustee to administer or liquidate any Plan; and, in the aggregate have Unfunded Liabilities case of the occurrence of (i), (ii), (iii), or (iv) above, the Administrative Agent determines in excess good faith that the amount of $30,000,000 shall be filed under Title IV the Loan Parties' liability is likely to exceed ten percent (10%) of ERISA by such Borrower its consolidated tangible net worth; (v) the Borrowers or any member of the Controlled GroupERISA Group shall fail to make any contributions when due to a Plan, any plan administrator of the Multiemployer Plan or Plans or any combination of the foregoing or any Reportable Event that would reasonably be expected to have a Material Adverse Effect shall occur in connection with any Multiple Employer Plan; (iivi) the Borrower or any member of the Controlled Group shall have been notified by the sponsor of a Multiemployer Plan that it has incurred withdrawal liability to such Multiemployer Plan in an amount that, when aggregated with all other amounts required to be paid to Multiemployer Plans by the Borrower Borrowers or any other member of the Controlled ERISA Group as withdrawal liability shall commit a failure under Section 303(k)(1) of ERISA and is required to provide notice to the PBGC under Section 303(k)(4) of ERISA; (determined as of the date of such notification), exceeds $10,000,000 or requires payment exceeding $10,000,000 per annum; or (iiivii) the Borrower Borrowers or any other member of the Controlled ERISA Group shall have been notified by the sponsor of withdraw completely or partially from a Multiemployer Plan that such Multiemployer or a Multiple Employer Plan; (viii) the Borrowers or any other member of the ERISA Group shall withdraw (or shall be deemed under Section 4062(e) of ERISA to withdraw) from a Multiple Employer Plan is or cease operations at a facility under the circumstances described in reorganization or is being terminated, within the meaning of Title IV Section 4062(e) of ERISA; or (ix) any applicable Law is adopted, if as a result of such reorganization changed or termination the aggregate annual contribution interpreted by any Official Body with respect to or 101 219962390 otherwise affecting one or more Plans, Multiemployer Plans, Multiple Employer Plans or Benefit Arrangements and, with respect to any of the Borrower and events specified in (v), (vi), (vii), (viii) or (ix), the other members occurrence of the Controlled Group (taken as which would be reasonably likely to result in a whole) to all Multiemployer Plans that are then in reorganization or being terminated have been or will be increased over the amounts contributed to such Multiemployer Plans for the respective plan years of each such Multiemployer Plan immediately preceding the plan in year in which the reorganization or termination occurs by an amount exceeding $10,000,000Material Adverse Effect;

Events Relating to Plans and Benefit Arrangements. Any of the following occurs: (i) any member Reportable Event which constitutes grounds for the termination of any Plan by the Borrower’s Controlled Group shall fail PBGC or the appointment of a trustee to pay when due an amount administer or amounts aggregating in excess of $30,000,000 which it liquidate any Plan, shall have become liable occurred and be continuing; (ii) proceedings shall have been instituted or other action taken to pay under Title IV of ERISAterminate any Plan, or a termination notice shall have been filed with respect to any Plan; (iii) a trustee shall be appointed to administer or liquidate any Plan; (iv) the PBGC shall give notice of its intent to institute proceedings to terminate a any Plan or Plans of such Borrower which or to appoint a trustee to administer or liquidate any Plan; and, in the aggregate have Unfunded Liabilities case of the occurrence of (i), (ii), (iii), or (iv) above, the Administrative Agent determines in excess good faith that the amount of $30,000,000 shall be filed under Title IV the Loan Parties' liability is likely to exceed ten percent (10%) of ERISA by such Borrower its consolidated tangible net worth; (v) the Borrowers or any member of the Controlled GroupERISA Group shall fail to make any contributions when due to a Plan, any plan administrator of the Multiemployer Plan or Plans or any combination of the foregoing or any Reportable Event that would reasonably be expected to have a Material Adverse Effect shall occur in connection with any Multiple Employer Plan; (iivi) the Borrower or any member of the Controlled Group shall have been notified by the sponsor of a Multiemployer Plan that it has incurred withdrawal liability to such Multiemployer Plan in an amount that, when aggregated with all other amounts required to be paid to Multiemployer Plans by the Borrower Borrowers or any other member of the Controlled ERISA Group as withdrawal liability shall commit a failure under Section 303(k)(1) of ERISA and is required to provide notice to the PBGC under Section 303(k)(4) of ERISA; (determined as of the date of such notification), exceeds $10,000,000 or requires payment exceeding $10,000,000 per annum; or (iiivii) the Borrower Borrowers or any other member of the Controlled ERISA Group shall have been notified by the sponsor of withdraw completely or partially from a Multiemployer Plan that such Multiemployer Plan is in reorganization or is being terminated, within a Multiple Employer Plan; (viii) the meaning of Title IV of ERISA, if as a result of such reorganization Borrowers or termination the aggregate annual contribution any other member of the Borrower and ERISA Group shall withdraw (or shall be deemed under Section 4062(e) of ERISA to withdraw) from a Multiple Employer Plan or cease operations at a facility under the other members of the Controlled Group (taken as a whole) to all Multiemployer Plans that are then in reorganization or being terminated have been or will be increased over the amounts contributed to such Multiemployer Plans for the respective plan years of each such Multiemployer Plan immediately preceding the plan in year in which the reorganization or termination occurs by an amount exceeding $10,000,000;circumstances described