assertions; or (9) the failure of the Company or any Guarantor to comply for 60 days after receipt of written notice with its other agreements contained in the Security Documents, except for
a failure that would not be material to the whole of the Securities and without materially affecting the value of the Collateral taken as a whole.
If an Event of Default (other than an Event of Default specified in clause (6) above with respect to the Company) shall occur and be
continuing, the Trustee or the Holders of at least 25.0% in principal amount of the then outstanding notes issued under the Indenture may declare the principal of, premium, if any, and accrued and unpaid interest and Additional Interest, if any, on
all the notes issued under the Indenture to be due and payable by notice in writing to the Company and the Trustee specifying the respective Event of Default and that it is a notice of acceleration, and the notes shall become immediately
due and payable.
If an Event of Default specified in clause (6) above with respect to the Company occurs and is continuing, then all
unpaid principal of, and premium, if any, and accrued and unpaid interest on all of the then outstanding notes issued under the Indenture shall ipso facto become and be immediately due and payable without any declaration or other act on the
part of the Trustee or any Holder.
If a Default occurs and is continuing and if it is actually known to the Trustee, the Trustee shall
mail to Holders of New Notes notice of the Default within 90 days after it occurs. Except in the case of a Default in payment of principal, premium, if any, or interest, if any, on any New Note, the Trustee may withhold from the Holders notice of
any continuing Default if and so long as the Trustee in good faith determines that withholding the notice is in the interests of the Holders of the New Notes.
(b) Authentication and Delivery of New Notes; Application of Proceeds.
The New Notes shall be executed on behalf of the Company by at least one officer of the Company. The Trustee shall authenticate the initial
amount of the New Notes upon a written order of the Company signed by an officer for original issue. The Trustee may appoint an authenticating agent acceptable to the Company to authenticate Notes. No New Note will be entitled to any benefit under
the Indenture or be valid or obligatory for any purpose until authenticated by the manual signature of the Trustee
The New Notes shall be
issuable in minimum denominations of $1,000 and integral multiple of $1.00 in excess thereof; provided, however, that PIK Notes may be issued in minimum denominations of $1.00 and integral multiples of $1.00.
The Company will not receive any proceeds from the issuance of the New Notes pursuant to the Plan.
(c) Release of Collateral.
Subject to the second lien intercreditor agreement, Collateral may be released from the Lien and security interest created by the Collateral
Documents at any time or from time to time in accordance with the provisions of the Security Documents or as provided in the Indenture, including upon full and final payment of the New Notes, sales or other dispositions of assets in compliance with
the covenant entitled Asset Sales, upon legal or covenant defeasance, upon release of any Guarantor from its guarantee (with respect to the Guarantors assets securing such guarantee), and as provided in the second lien
(d) Satisfaction and Discharge.
The Indenture will be discharged and will cease to be of further effect as to all New Notes when
||all the notes theretofore authenticated and delivered (except lost, stolen or destroyed New Notes that have been replaced or paid and notes for whose payment money has theretofore been deposited in trust or segregated
and held in trust by the Company and thereafter repaid to the Company or discharged from such trust) have been delivered to the Trustee for cancellation; or |