Black & Decker CYCLONE BLC12600BUC Manuel d'utilisateur télécharger pdf (Page 171)

(h) The Company or any of its ERISA Affiliates shall incur, or, in the reasonable opinion of the Required

Lenders, shall be reasonably likely to incur liability in excess of $75,000,000 in the aggregate as a result of one or more of

the following: (i) the occurrence of any ERISA Event; (ii) the partial or complete withdrawal of the Company or any of its

ERISA Affiliates from a Multiemployer Plan; or (iii) the reorganization or termination of a Multiemployer Plan;

(i) Any Borrower (other than the Company) shall cease to be a Substantially Owned Subsidiary; or

(j) A Change of Control shall occur;

then, and in any such event, the Administrative Agent (i) shall at the request, or may with the consent, of the Required Lenders, by

notice to the Borrowers, declare the obligation of each Lender to make Advances (other than Advances to be made by an Issuing Bank

or a Lender pursuant to Section 2.03(c)) and the obligation of any Issuing Bank to issue Letters of Credit to be terminated, whereupon

the same shall forthwith terminate, and (ii) shall at the request, or may with the consent, of the Required Lenders, by notice to the

Borrowers, declare the Advances and the Notes, all interest thereon and all other amounts payable under this Agreement to be

forthwith due and payable, whereupon the Notes, all such interest and all such amounts shall become and be forthwith due and

payable, without presentment, demand, protest or further notice of any kind, all of which are hereby expressly waived by each of the

Borrowers; provided, however, that in the event of an actual or deemed entry of an order for relief with respect to any Borrower under

the U.S. Federal Bankruptcy Code or any similar bankruptcy or insolvency law of any other jurisdiction, (A) the obligation of each

Lender to make Advances (other than Advances to be made by an Issuing Bank or a Lender pursuant to Section 2.03(c)) and the

obligation of any Issuing Bank to issue Letters of Credit shall automatically be terminated and (B) the Advances and the Notes, all

such interest and all such amounts shall automatically become and be due and payable, without presentment, demand, protest or any

notice of any kind, all of which are hereby expressly waived by each of the Borrowers.

SECTION 6.02. Actions in Respect of the Letters of Credit upon Default. If any Event of Default shall have

occurred and be continuing, the Administrative Agent may with the consent, or shall at the request, of the Required Lenders,

irrespective of whether it is taking any of the actions described in Section 6.01 or otherwise, make demand upon the Borrowers to, and

forthwith upon such demand the Borrowers will, (a) pay to the Administrative Agent on behalf of the Lenders in same day funds at the

Administrative Agent's office designated in such demand, for deposit in the L/C Cash Collateral Account, an amount equal to the

aggregate Available Amount of all Letters of Credit then outstanding or (b) make such other arrangements in respect of the

outstanding Letters of Credit as shall be acceptable to the Required Lenders; provided that in the event of an actual or deemed entry of

an order for relief with respect to any Borrower under the U.S. Federal Bankruptcy Code or any similar bankruptcy or insolvency law

of any other jurisdiction, the Borrowers shall pay such amount forthwith without any notice or demand or any other action by the

Administrative Agent or any Lender, each of which is hereby waived. If at any time the Administrative Agent determines that any

funds held in the L/C Cash Collateral Account are subject to any right or claim of any Person other than the Administrative Agent and

the Lenders or that the total amount of such funds is less than the aggregate Available

Source: BLACK & DECKER CORP, 10-K, February 19, 2010 Powered by Morningstar

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Black & Decker CYCLONE BLC12600BUC Manuel d'utilisateur Page 171