Common use of Insolvency Events Clause in Contracts

Insolvency Events. (i) Any Loan Party shall generally not pay its debts as such debts become due, or shall admit in writing its inability to pay its debts generally, or shall make a general assignment for the benefit of creditors; or any proceeding shall be instituted by or against any Loan Party thereof seeking to adjudicate it as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for it or for any substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it) that is being diligently contested by it in good faith, either such proceeding shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceeding (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or any substantial part of its property) shall occur; or any Loan Party shall take any corporate action to authorize any of the actions set forth above in this clause (i) of subsection (f); or (ii) Material Subsidiaries shall generally not pay their debts as such debts become due, or shall admit in writing their inability to pay their debts generally, or shall make general assignments for the benefit of creditors; or any proceeding or proceedings shall be instituted by or against Material Subsidiaries seeking to adjudicate them as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of them or their debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for them or for any substantial part of their property and, in the case of any such proceedings instituted against them (but not instituted by them) that are being diligently contested by them in good faith, either such proceedings shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceedings (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, them or any substantial part of their property) shall occur; or any Loan Party or Subsidiary thereof shall take any corporate action to authorize any of the actions set forth above in this clause (ii) of subsection (f) with respect to Material Subsidiaries; or

Insolvency Events. (i) Any Loan Party or any Subsidiary (other than a Subsidiary that is a Joint Venture where the Borrower’s JV Pro Rata Share of such Joint Venture is immaterial to the Borrower and its Subsidiaries, taken as a whole) thereof shall generally not pay its debts as such debts become due, or shall admit in writing its inability to pay its debts generally, or shall make a general assignment for the benefit of creditors; or any proceeding shall be instituted by or against any Loan Party or any Subsidiary thereof seeking to adjudicate it as a bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for it or for any substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it) that is being diligently contested by it in good faith, either such proceeding shall remain undismissed or unstayed for a period of 60 sixty (60) days or any of the actions sought in such proceeding (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or any substantial part of its property) shall occur; or any Loan Party shall take any corporate action to authorize any of the actions set forth above in this clause (i) of subsection (f); or (ii) Material Subsidiaries shall generally not pay their debts as such debts become due, or shall admit in writing their inability to pay their debts generally, or shall make general assignments for the benefit of creditors; or any proceeding or proceedings shall be instituted by or against Material Subsidiaries seeking to adjudicate them as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of them or their debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for them or for any substantial part of their property and, in the case of any such proceedings instituted against them (but not instituted by them) that are being diligently contested by them in good faith, either such proceedings shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceedings (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, them or any substantial part of their property) shall occur; or any Loan Party or Subsidiary thereof shall take any corporate action to authorize any of the actions set forth above in this clause (ii) of subsection (f) with respect to Material Subsidiaries); or

Insolvency Events. If Borrower: (i) Any Loan Party shall generally not pay its debts as such debts become due, make an assignment for the benefit of creditors; or (ii) shall admit in writing its inability to pay its debts generallyas they become due, or shall make a general assignment for its inability to payor perform under the benefit of creditorsLoan Documents; or (iii) shall file a voluntary petition in bankruptcy; or (iv) shall file any proceeding shall be instituted by or against any Loan Party thereof seeking to adjudicate it as bankrupt or insolventpetition, answer, or document seeking liquidation, winding up, for itself any reorganization, arrangement, adjustmentcomposition, protectionreadjustment, reliefliquidation, dissolution or composition of it or its debts similar relief under any present or future statute, law relating or regulation pertinent to bankruptcy, insolvency such circumstances; or reorganization (v) shall seek or relief of debtors, consent to or seeking the entry of an order for relief or acquiesce in the appointment of a any trustee, receiver, trustee, or other similar official for it liquidator of Borrower or for any substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it) that is being diligently contested by it in good faith, either such proceeding shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceeding (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it all or any substantial part (i.e., 33-1/3% or more) of the assets or property of Borrower; or (vi) shall cease operations of its property) shall occurbusiness as its business has normally been conducted; or any Loan Party (vii) or its directors or majority shareholders or partners shall take any corporate action to authorize initiating any of the foregoing actions set forth above described in this clause clauses (ia) of subsection through (f); or (iiviii) Material Subsidiaries either (A) forty-five (45) days shall generally not pay their debts as such debts become due, or shall admit in writing their inability to pay their debts generally, or shall make general assignments for have expired after the benefit commencement of creditors; or any proceeding or proceedings shall be instituted by or involuntary action against Material Subsidiaries Borrower seeking to adjudicate them as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustmentcomposition, protectionreadjustment, reliefliquidation, dissolution or composition of them or their debts similar relief under any present or future statue law relating to bankruptcyor regulation, insolvency without such action being dismissed or reorganization all orders or relief of debtors, or seeking proceedings thereunder affecting the entry of an order for relief operations or the appointment business of Borrower being stayed; or (B) a receiver, trustee, or other similar official for them or for any substantial part of their property and, in the case stay of any such order or proceedings instituted shall thereafter be set aside and the action setting it aside shall not be timely appealed; or (C) Borrower shall file any answer admitting or not contesting the material allegations of a petition filed against them Borrower in any such proceedings; or (but not instituted by themD) that are being diligently contested by them the court in good faith, either which such proceedings are pending shall remain undismissed enter a decree or unstayed for a period of 60 days or any of order granting the actions relief sought in any such proceedings proceedings, or sixty (including60) days shall have expired after the appointment, without limitationthe consent or acquiescence of Borrower, the entry of an order for relief against, or the appointment of a receiver, any trustee, custodian receiver or other similar official for, them liquidator of Borrower or of all or any substantial part of their propertythe priorities of Borrower without such appointment being vacated; then, and in any such event, and subject to any subordination arrangements to which the Lenders may be subject, (1) shall occur; all payments and distributions of any kind or any Loan Party character, whether in cash or Subsidiary thereof shall take any corporate action to authorize any property or securities in respect of the actions set forth above Lenders’ Claims shall be distributed between the Lenders in this clause accordance with the provisions of Section 10 hereof; (ii2) each Lender shall promptly file a claim or claims, on the form required in such proceeding, for the full outstanding amount of subsection such Lender’s Claim, and shall use its best efforts to cause said claim or claims to be approved; (f3) with respect each of the Lenders hereby irrevocably agrees that, to Material Subsidiariesthe extent that it fails timely to do so (a “Non-filing Lender”), at least twenty (20) days before the deadline for such filing, the other Lender may in the name of the Non-filing Lender, or otherwise, file and prove up any and all claims of the Non-filing Lender relating to the Non-filing Lender’s Claim; orand (4) in the event that, notwithstanding the foregoing, but subject to the provisions of Section 10) hereof, any payment or distribution of any kind or character, whether in cash, properties or securities, shall be received by a Lender in excess of its share, then the portion of such payment or distribution in excess of such Lender’s share shall be received by such Lender in trust for and shall be promptly paid over to the other Lender for application to the payments of amounts due on the other Lender’s Claims.

Insolvency Events. (i) Any Loan Party The Borrower or any Material Subsidiary shall generally not pay commence a voluntary case or other proceeding seeking liquidation, reorganization or other relief with respect to itself or its debts as such debts become dueunder any Insolvency or Liquidation Proceeding now or hereafter in effect seeking the appointment of a trustee, receiver, liquidator, custodian or other similar official of it or any substantial part of its property, or shall admit consent to any such relief or to the appointment of or taking possession by any such official in writing its inability to pay its debts generallyan involuntary case or other proceeding commenced against it, or shall make a general assignment for the benefit of creditors; or any proceeding shall be instituted by or against any Loan Party thereof seeking to adjudicate it as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, reliefshall fail generally to pay its debts as they become due, or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for it or for any substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it) that is being diligently contested by it in good faith, either such proceeding shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceeding (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or any substantial part of its property) shall occur; or any Loan Party shall take any corporate action to authorize any of the actions set forth above in this clause (i) of subsection (f); foregoing or (ii) Material Subsidiaries an involuntary case or other proceeding shall generally not pay their debts as such debts become due, or shall admit in writing their inability to pay their debts generally, or shall make general assignments for be commenced against the benefit of creditors; Borrower or any proceeding or proceedings shall be instituted by or against Material Subsidiaries seeking to adjudicate them as bankrupt or insolvent, or Subsidiary seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, reorganization or composition of them other relief with respect to it or their its debts under any law relating to bankruptcy, insolvency Insolvency or reorganization Liquidation Proceeding now or relief of debtors, hereafter in effect or seeking the entry of an order for relief or the appointment of a trustee, receiver, trusteeliquidator, custodian or other similar official for them of it or for any substantial part of their property andits property, in the and such involuntary case of any such proceedings instituted against them (but not instituted by them) that are being diligently contested by them in good faith, either such proceedings or other proceeding shall remain undismissed or and unstayed for a period of 60 days days, or any of the actions sought in such proceedings (including, without limitation, the entry of an order for relief against, or shall be entered against the appointment of a receiver, trustee, custodian or other similar official for, them Borrower or any substantial part Material Subsidiary under the federal bankruptcy laws as now or hereafter in effect. For purposes of their property) Section 8.01, “Material Subsidiary” shall occur; or mean any Loan Party or Restricted Subsidiary thereof shall take any corporate action to authorize any of the actions set forth above in this clause Borrower that, as of the last day of the most recently ended fiscal quarter of the Borrower, had assets or revenues (ii) of subsection (fon a consolidated basis including its Restricted Subsidiaries) with respect to Material Subsidiaries; ora value in excess of 5.0% of the consolidated tangible assets of the Borrower or 2.5% of the consolidated revenues of the Borrower.

Insolvency Events. (i) Any Loan Note Party shall generally not pay its debts as such debts become due, or shall admit in writing its inability to pay its debts generally, or shall make a general assignment for the benefit of creditors; or any proceeding shall be instituted by or against any Loan Note Party thereof seeking to adjudicate it as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for it or for any substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it) that is being diligently contested by it in good faith, either such proceeding shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceeding (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or any substantial part of its property) shall occur; or any Loan Note Party shall take any corporate action to authorize any of the actions set forth above in this clause (i) of subsection (f); or (ii) Material Subsidiaries shall generally not pay their debts as such debts become due, or shall admit in writing their inability to pay their debts generally, or shall make general assignments for the benefit of creditors; or any proceeding or proceedings shall be instituted by or against Material Subsidiaries seeking to adjudicate them as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of them or their debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for them or for any substantial part of their property and, in the case of any such proceedings instituted against them (but not instituted by them) that are being diligently contested by them in good faith, either such proceedings shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceedings (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, them or any substantial part of their property) shall occur; or any Loan Note Party or Subsidiary thereof shall take any corporate action to authorize any of the actions set forth above in this clause (ii) of subsection (f) with respect to Material Subsidiaries; or

Insolvency Events. (i) Any Loan Party shall generally not pay its debts as such debts become due, or shall admit in writing its inability to pay its debts generally, or shall make a general assignment for the benefit of creditors; or any proceeding shall be instituted by or against any Loan Party thereof seeking to adjudicate it as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for it or for any substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it) that is being diligently contested by it in good faith, either such proceeding shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceeding (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or any substantial part of its property) shall occur; or any Loan Party shall take any corporate action to authorize any of the actions set forth above in this clause (i) of subsection (f); or (ii) Material Subsidiaries shall generally not pay their debts as such debts become due, or shall admit in writing their inability to pay their debts generally, or shall make general assignments for the benefit of creditors; or any proceeding or proceedings shall be instituted by or against Material Subsidiaries seeking to adjudicate them as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of them or their debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for them or for any substantial part of their property and, in the case of any such proceedings instituted against them (but not instituted by them) that are being diligently contested by them in good faith, either such proceedings shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceedings (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, them or any substantial part of their property) shall occur; or any Loan Party or Subsidiary thereof shall take any corporate action to authorize any of the actions set forth above in this clause (ii) of subsection (f) with respect to Material Subsidiaries; oror 76

Insolvency Events. (i) Any Loan Party shall generally not pay its debts as such debts become due, or shall admit in writing its inability to pay its debts generally, or shall make a general assignment for the benefit of creditors; or any proceeding shall be instituted by or against any Loan Party thereof seeking to adjudicate it as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of it or its debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for it or for any substantial part of its property and, in the case of any such proceeding instituted against it (but not instituted by it) that is being diligently contested by it in good faith, either such proceeding shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceeding (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, it or any substantial part of its property) shall occur; or any Loan Party shall take any corporate action to authorize any of the actions set forth above in this clause (i) of subsection (f); or (ii) Material Subsidiaries shall generally not pay their debts as such debts become due, or shall admit in writing their inability to pay their debts generally, or shall make general assignments for the benefit of creditors; or any proceeding or proceedings shall be instituted by or against Material Subsidiaries seeking to adjudicate them as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of them or their debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, or other similar official for them or for any substantial part of their property and, in the case of any such proceedings instituted against them (but not instituted by them) that are being diligently contested by them in good faith, either such proceedings shall remain undismissed or unstayed for a period of 60 days or any of the actions sought in such proceedings (including, without limitation, the entry of an order for relief against, or the appointment of a receiver, trustee, custodian or other similar official for, them or any substantial part of their property) shall occur; or any Loan Party or Subsidiary thereof shall take any corporate action to authorize any of the actions set forth above in this clause (ii) of subsection (f) with respect to Material Subsidiaries; oror 104