Common use of Indebtedness Cross-Default Clause in Contracts

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause any such Indebtedness to become redeemable, due, liquidated or otherwise payable (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateral.

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts)amount, or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts)amount, or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemable, due, liquidated prepaid, repurchased, redeemed or otherwise payable defeased prior to its stated maturity (whether at scheduled maturity, by required prepayment, upon acceleration or otherwiseany applicable grace period having expired); provided that this clause (f) and/or shall not apply to be Indebtedness secured by cash collaterala Permitted Lien that becomes due as a result of the voluntary sale or transfer of the property or assets securing such Indebtedness in a sale or transfer permitted under this Agreement, so long as such Indebtedness is repaid when required under the documents providing for such Indebtedness.

Indebtedness Cross-Default. (i) Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the any payment of principal of or interest on any Indebtedness (other than the Loans or Loans, Reimbursement Obligations and the Guaranty) in a principal amount outstanding of at least $1,000,000 for the Borrower and any Reimbursement Obligation) of its Subsidiaries in the aggregate principal amount beyond any applicable grace period (including undrawn committed or available amountsnot to exceed 30 days), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, ; or (ii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Loans, Reimbursement ObligationObligations and the Guaranty) in a principal amount outstanding of at least $1,000,000 in the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, for the Hedge Termination Value, of which is in excess of the Threshold Amount Credit Parties and their Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Indebtedness (or a trustee or agent on behalf of such holder or holdersholders or beneficiary or beneficiaries) to cause any cause, with the giving of notice if required, such Indebtedness to become redeemabledue prior to its stated maturity or to be repurchased, dueprepaid, liquidated deferred or otherwise payable redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise); or (iii) and/or to be secured by cash collateral.any Credit Party shall breach or default any payment obligation under any Secured Hedging Agreement; or

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, in each case the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemable, due, liquidated or otherwise payable due prior to its stated maturity (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateralany applicable grace period having expired).

Indebtedness Cross-Default. (i) Any Credit Party or any Restricted Affiliate or Subsidiary thereof of a Credit Party shall (i) default in the any payment of principal of or interest on any Indebtedness (other than the Loans or any Reimbursement Obligationand the Guaranty) in a principal amount outstanding of at least $5,000,000 in the aggregate principal amount beyond any applicable grace period (including undrawn committed or available amountsnot to exceed thirty (30) days), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, in each case regardless of whether the default has been or is waived; or (ii) any Credit Party or any Affiliate or Subsidiary of a Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligationand the Guaranty) in a principal amount outstanding of at least $5,000,000 in the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Indebtedness (or a trustee or agent on behalf of such holder or holdersholders or beneficiary or beneficiaries) to cause any cause, with the giving of notice if required, such Indebtedness to become redeemabledue prior to its stated maturity or to be repurchased, dueprepaid, liquidated deferred or otherwise payable redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise), in each case regardless of whether such default has been or is waived; or (iii) and/or shall fail to make a payment due with respect to, be secured by cash collateral.in default under or an event or condition that exists or has occurred that would permit the acceleration of (regardless of whether any of the foregoing have been or are waived) any Credit Party-Related Obligation; or

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement ObligationObligations and obligations amongst such Credit Party and its affiliates) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the applicable Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement ObligationObligations and obligations amongst such Credit Party and its affiliates) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the applicable Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition existexist (other than the Obligations and obligations amongst such Credit Party and its affiliates), the effect of which default or other event or condition is to cause, or to permit with the holder or holders giving of such Indebtedness (or a trustee or agent on behalf notice and/or lapse of such holder or holders) to cause time, if required, any such Indebtedness to (A) become redeemable, due, liquidated or otherwise payable to be repurchased, prepaid, defeased or redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise) and/or ), or an offer to repurchase, prepay, defease or redeem such Indebtedness to be secured made, prior to its stated maturity (any applicable grace period having expired) or (B) be cash collateralized (it being understood that a pledge of cash collateral by cash collaterala Credit Party to secure a Hedge Agreement as initial or variation margin does not trigger a violation of this clause (B)).

Indebtedness Cross-Default. Any Credit Borrower Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemable, due, liquidated or otherwise payable due prior to its stated maturity (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateralany applicable grace period having expired).

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts)amount, or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts)amount, or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemable, due, liquidated or otherwise payable due prior to its stated maturity (whether at scheduled maturity, by required prepayment, upon acceleration or otherwiseany applicable grace period having expired); provided that this clause (f) and/or shall not apply to be Indebtedness secured by cash collaterala Permitted Lien that becomes due as a result of the voluntary sale or transfer of the property or assets securing such Indebtedness in a sale or transfer permitted under this Agreement, so long as such Indebtedness is repaid when required under the documents providing for such Indebtedness.

Indebtedness Cross-Default. (i) Any Credit Party or any Restricted Subsidiary thereof shall (iA) default fails to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise) in the payment respect of any Indebtedness or any Guaranty Obligation (other than the Loans or any Reimbursement ObligationIndebtedness hereunder and Indebtedness under Hedging Agreements) the having an aggregate principal amount (including undrawn committed or available amounts), amounts and including amounts owing to all creditors under any combined or with respect to any Hedge Agreement, the Hedge Termination Value, syndicated credit arrangement) of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was createdmore than $10,000,000, or (iiB) default in the observance fails to observe or performance of perform any other agreement or condition relating to any such Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto thereto, or any other event shall occur or condition existoccurs, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness or the beneficiary or beneficiaries of any Guaranty Obligation with respect to such Indebtedness (or a trustee or agent on behalf of such holder or holdersholders or beneficiary or beneficiaries) to cause any cause, with the giving of notice if required, such Indebtedness to be demanded or to become redeemable, due, liquidated due or otherwise payable to be repurchased or redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise) and/or or such Guaranty Obligation to be secured by cash collateral.become payable; (ii) any Credit Party or any of its Restricted Subsidiaries shall breach or default any payment obligation which exceeds $10,000,000 in amount under any Hedging Agreement that is a Bank Product; or

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or 59442126_10 other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemable, due, liquidated or otherwise payable due prior to its stated maturity (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateralany applicable grace period having expired).

Indebtedness Cross-Default. Any Credit Party Borrower or any Restricted Subsidiary thereof of its Subsidiaries shall (i) default in the any payment of principal of or interest on any Indebtedness (other than the Loans or any Reimbursement ObligationIndebtedness hereunder) in a principal amount outstanding of at least $500,000.00 in the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount for Borrower and its Subsidiaries beyond the period of grace (not to exceed 30 days), if any, provided in the instrument or agreement under which such Indebtedness was created, ; or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement ObligationIndebtedness hereunder) in a principal amount outstanding of at least $500,000.00 in the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount for Borrower and its Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Indebtedness (or a trustee or agent on behalf of such holder or holdersholders or beneficiary or beneficiaries) to cause any cause, with the giving of notice if required, such Indebtedness to become redeemabledue prior to its stated maturity or to be repurchased, dueprepaid, liquidated deferred or otherwise payable redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise); or (iii) and/or default beyond the period of grace (not to be secured by cash collateral.exceed 30 days) in the observance or performance of any material agreement or condition under any Hedging Agreement that is a Bank Product; or

Indebtedness Cross-Default. Any Credit The Account Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans Obligations and other than Indebtedness solely among or any Reimbursement Obligationbetween the Account Party and its affiliates) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans Obligations and other than in respect of Indebtedness solely among or any Reimbursement Obligationbetween the Account Party and its affiliates) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition existexist other than in respect of an instrument, agreement, or condition solely among or between the Account Party and its affiliates, the effect of which default or other event or condition is to causecause with the giving of notice and/or lapse of time, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause if required, any such Indebtedness to (A) become redeemable, due, liquidated or otherwise payable to be repurchased, prepaid, defeased or redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise) and/or ), or an offer to repurchase, prepay, defease or redeem such Indebtedness to be secured made, prior to its stated maturity (any applicable grace period having expired) or (B) be cash collateralized (it being understood that a pledge of cash collateral by cash collateralthe Account Party to secure a Hedge Agreement as initial or variation margin does not trigger a violation of this clause (B)).

Indebtedness Cross-Default. Any Credit Loan Party or any Restricted Subsidiary thereof shall (i) default in respect of the Senior Notes and such default results in an “Event of Default” (or the equivalent term) under, and as defined in, the Senior Notes Documents, (ii) default in the payment of any Indebtedness (other than Indebtedness owing to the Loans or any Reimbursement ObligationAdministrative Agent and the Lenders hereunder) the aggregate principal outstanding amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which Indebtedness is in excess of the Threshold Amount $7,500,000 beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (iiiii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than Indebtedness owing to the Loans or any Reimbursement ObligationAdministrative Agent and the Lenders hereunder) the aggregate principal outstanding amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which Indebtedness is in excess of the Threshold Amount $7,500,000 or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemabledue prior to its stated maturity (any applicable grace period having expired), dueincluding, liquidated without limitation, any “put” of such Indebtedness to any such Loan Party or otherwise payable (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateralSubsidiary.

Indebtedness Cross-Default. (i) Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the any payment of principal of or interest on any Indebtedness (other than the Loans or Loans, Reimbursement Obligations and the Guaranty) in a principal amount outstanding of at least $10,000,000 for the Borrower and any Reimbursement Obligation) of its Subsidiaries in the aggregate principal amount beyond any applicable grace period (including undrawn committed or available amountsnot to exceed 30 days), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, ; or (ii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Loans, Reimbursement ObligationObligations and the Guaranty) in a principal amount outstanding of at least $10,000,000 in the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, for the Hedge Termination Value, of which is in excess of the Threshold Amount Credit Parties and their Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Indebtedness (or a trustee or agent on behalf of such holder or holdersholders or beneficiary or beneficiaries) to cause any cause, with the giving of notice if required, such Indebtedness to become redeemabledue prior to its stated maturity or to be repurchased, dueprepaid, liquidated deferred or otherwise payable redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise); or (iii) and/or to be secured by cash collateral.any Credit Party shall breach or default any payment obligation under any Secured Hedging Agreement; or

Indebtedness Cross-Default. Any Credit Party or any Restricted Material Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemable, due, liquidated or otherwise payable due prior to its stated maturity (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateralany applicable grace period having expired).

Indebtedness Cross-Default. Any Credit Loan Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement ObligationLoans) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount $5,000,000 beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement ObligationLoans) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount $5,000,000 or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemabledue prior to its stated maturity (any applicable grace period having expired); provided that, duenotwithstanding the foregoing, liquidated it shall not be an Event of Default under this clause (f) if such default arises solely from non-payment on unsecured Seller Debt that constitutes subordinated debt pursuant to Section 7.16 and such non-payment is equal to or otherwise payable less than the amount of a contractual obligation (whether at scheduled maturity, or obligations) that Borrower claims in good faith is due and owing by required prepayment, upon acceleration or otherwise) and/or the holder of such Seller Debt to be secured by cash collateralthe Borrower and its Subsidiaries.

Indebtedness Cross-Default. Any Credit Loan Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement ObligationLoans) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount $5,000,000 beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement ObligationLoans) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount $5,000,000 or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemabledue prior to its stated maturity (any applicable grace period having expired); provided that, duenotwithstanding the foregoing, liquidated it shall not be an Event of Default under this clause (f) if such default arises solely from non-payment on unsecured Seller Debt that constitutes subordinated debt pursuant to Section 7.16 and such non-payment is equal to or otherwise payable less than the amount of a contractual obligation (whether at scheduled maturity, or obligations) that Borrowers claim in good faith is due and owing by required prepayment, upon acceleration or otherwise) and/or the holder of such Seller Debt to be secured by cash collateralthe Borrowers and their Subsidiaries.

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (iA) default fails to make any payment when due (whether by scheduled maturity, required prepayment, acceleration, demand, or otherwise) in the payment respect of any Indebtedness or any Guaranty Obligation (other than the Loans or any Reimbursement ObligationIndebtedness hereunder and Indebtedness under Hedging Agreements) the having an aggregate principal amount (including undrawn committed or available amounts), amounts and including amounts owing to all creditors under any combined or with respect to any Hedge Agreement, the Hedge Termination Value, syndicated credit arrangement) of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was createdmore than $20,000,000, or (iiB) default in the observance fails to observe or performance of perform any other agreement or condition relating to any such Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto thereto, or any other event shall occur or condition existoccurs, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness or the beneficiary or beneficiaries of any Guaranty Obligation with respect to such Indebtedness (or a trustee or agent on behalf of such holder or holdersholders or beneficiary or beneficiaries) to cause any cause, with the giving of notice if required, such Indebtedness to be demanded or to become redeemable, due, liquidated due or otherwise payable to be repurchased or redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise) and/or or such Guaranty Obligation to be secured by cash collateral.become payable; any Credit Party or any of its Restricted Subsidiaries shall breach or default any payment obligation which exceeds $20,000,000 in amount under any Hedging Agreement that is a Bank Product; or

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the payment of (A) the Term Loans, (B) any other Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount Amount, in each case beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (iiiii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement ObligationObligations) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemable, due, liquidated or otherwise payable due prior to its stated maturity (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateralany applicable grace period having expired).

Indebtedness Cross-Default. Any Credit The Account Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans Obligations and other than Indebtedness solely among or any Reimbursement Obligationbetween the Account Party and its affiliates) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans Obligations and other than in respect of Indebtedness solely among or any Reimbursement Obligationbetween the Account Party and its affiliates) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition existexist other than in respect of an instrument, agreement, or condition solely among or between the Account Party and its affiliates, the effect of which default or other event or condition is to causecause with the giving of notice and/ or lapse of time, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause if required, any such Indebtedness to (A) become redeemable, due, liquidated or otherwise payable to be repurchased, prepaid, defeased or redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise) and/or ), or an offer to repurchase, prepay, defease or redeem such Indebtedness to be secured by cash collateral.made, prior to its stated maturity (any applicable grace period having expired) or

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause any such Indebtedness to become redeemable, due, liquidated or otherwise payable (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateral.

Indebtedness Cross-Default. Any Credit Loan Party or any Restricted Subsidiary thereof shall (i) default in respect of the ABL Loan Agreement and such default results in an “Event of Default” (or the equivalent term) under, and as defined in, the ABL Loan Agreement, (ii) default in the payment of any Indebtedness (other than Indebtedness owing to the Loans or any Reimbursement ObligationAdministrative Agent and the Lenders hereunder) the aggregate principal outstanding amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which Indebtedness is in excess of the Threshold Amount $500,000 beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (iiiii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than Indebtedness owing to the Loans or any Reimbursement ObligationAdministrative Agent and the Lenders hereunder) the aggregate principal outstanding amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which Indebtedness is in excess of the Threshold Amount $500,000 or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemabledue prior to its stated maturity (any applicable grace period having expired), dueincluding, liquidated without limitation, any “put” of such Indebtedness to any such Loan Party or otherwise payable (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateralSubsidiary.

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemabledue prior to its stated maturity (any applicable grace period having expired); provided, due, liquidated that this clause (ii) shall not apply to secured Indebtedness that becomes due as a result of a voluntary sale or otherwise payable (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateraltransfer of assets securing such Indebtedness.

Indebtedness Cross-Default. Any Credit The Account Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement ObligationObligations and obligations amongst the Account Party and its affiliates) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement ObligationObligations and obligations amongst the Account Party and its affiliates) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition existexist (other than the Obligations and obligations amongst the Account Party and its affiliates), the effect of which default or other event or condition is to cause, or to permit with the holder or holders giving of such Indebtedness (or a trustee or agent on behalf notice and/or lapse of such holder or holders) to cause time, if required, any such Indebtedness to (A) become redeemable, due, liquidated or otherwise payable to be repurchased, prepaid, defeased or redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise) and/or ), or an offer to repurchase, prepay, defease or redeem such Indebtedness to be secured made, prior to its stated maturity (any applicable grace period having expired) or (B) be cash collateralized (it being understood that a pledge of cash collateral by cash collateralthe Account Party to secure a Hedge Agreement as initial or variation margin does not trigger a violation of this clause (B)).

Indebtedness Cross-Default. Any Credit Party or any Restricted Material Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemable, due, liquidated or otherwise payable due prior to its stated maturity (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateralany applicable grace period having expired).

Indebtedness Cross-Default. Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the payment of any Indebtedness (other than the Loans or any Reimbursement Obligation) the aggregate principal outstanding amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which Indebtedness is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (ii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans Loans, any Reimbursement Obligation or any Reimbursement Obligationobligation in respect of surety bonds to the extent none of the Credit Parties nor any Subsidiary thereof has any direct liability therefor) the aggregate principal outstanding amount (including undrawn committed or available amounts)or, or with respect to any Hedge Agreement, the Hedge Termination Value, ) of which Indebtedness is in excess of the Threshold Amount or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemable, due, liquidated or otherwise payable (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateralprepaid, repurchased, redeemed or defeased, prior to its stated maturity (any applicable grace period having expired).

Indebtedness Cross-Default. Any Credit Loan Party or any Restricted Subsidiary thereof shall (i) default in respect of the Term Loan Credit Agreement and such default results in an “Event of Default” (or the equivalent term) under, and as defined in, the Term Loan Credit Agreement, (ii) default in the payment of any Indebtedness (other than Indebtedness owing to the Loans or any Reimbursement ObligationAdministrative Agent and the Lenders hereunder) the aggregate principal outstanding amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which Indebtedness is in excess of the Threshold Amount $500,000 beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, or (iiiii) default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than Indebtedness owing to the Loans or any Reimbursement ObligationAdministrative Agent and the Lenders hereunder) the aggregate principal outstanding amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, the Hedge Termination Value, of which Indebtedness is in excess of the Threshold Amount $500,000 or contained in any instrument or agreement evidencing, securing or relating thereto or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness (or a trustee or agent on behalf of such holder or holders) to cause cause, with the giving of notice and/or lapse of time, if required, any such Indebtedness to become redeemabledue prior to its stated maturity (any applicable grace period having expired), dueincluding, liquidated without limitation, any “put” of such Indebtedness to any such Loan Party or otherwise payable (whether at scheduled maturity, by required prepayment, upon acceleration or otherwise) and/or to be secured by cash collateralSubsidiary.

Indebtedness Cross-Default. (i) Any Credit Party or any Restricted Subsidiary thereof shall (i) default in the any payment of principal of or interest on any Indebtedness (other than the Loans or Loans, Reimbursement Obligations and the Guaranty) in a principal amount outstanding of at least $5,000,000 for the Borrower and any Reimbursement Obligation) of its Subsidiaries in the aggregate principal amount beyond any applicable grace period (including undrawn committed or available amountsnot to exceed 30 days), or with respect to any Hedge Agreement, the Hedge Termination Value, of which is in excess of the Threshold Amount beyond the period of grace if any, provided in the instrument or agreement under which such Indebtedness was created, ; or (ii) any Credit Party shall default in the observance or performance of any other agreement or condition relating to any Indebtedness (other than the Loans or any Loans, Reimbursement ObligationObligations and the Guaranty) in a principal amount outstanding of at least $5,000,000 in the aggregate principal amount (including undrawn committed or available amounts), or with respect to any Hedge Agreement, for the Hedge Termination Value, of which is in excess of the Threshold Amount Credit Parties and their Subsidiaries or contained in any instrument or agreement evidencing, securing or relating thereto thereto, or any other event shall occur or condition exist, the effect of which default or other event or condition is to cause, or to permit the holder or holders of such Indebtedness or beneficiary or beneficiaries of such Indebtedness (or a trustee or agent on behalf of such holder or holdersholders or beneficiary or beneficiaries) to cause any cause, with the giving of notice if required, such Indebtedness to become redeemabledue prior to its stated maturity or to be repurchased, dueprepaid, liquidated deferred or otherwise payable redeemed (whether at scheduled maturity, by required prepayment, upon acceleration automatically or otherwise); or (iii) and/or to be secured by cash collateral.any Credit Party shall breach or default any payment obligation under any Secured Hedging Agreement; or