Involuntary Proceedings. (i) Any involuntary Insolvency Proceeding is commenced or filed against any Borrower or any Material Subsidiary, or any writ, judgment, warrant of attachment, execution or similar process, is issued or levied against a substantial part of any Borrower’s or any Material Subsidiary’s properties, and any such proceeding or petition shall not be dismissed, or such writ, judgment, warrant of attachment, execution or similar process shall not be released, vacated or fully bonded within 60 days after commencement, filing or levy; # any Borrower or any Material Subsidiary admits the material allegations of a petition against it in any Insolvency Proceeding, or an order for relief (or similar order under non-U.S. law) is ordered in any Insolvency Proceeding; or # any Borrower or any Material Subsidiary acquiesces in the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor), or other similar Person for itself or a substantial portion of its property or business; or

Involuntary Proceedings. (i) Any involuntary Insolvency Proceeding is commenced or filed against any Borrowerthe Company or any Material Subsidiary, or any writ, judgment, warrant of attachment, execution or similar process, is issued or levied against a substantial part of any Borrower’the Company’s or any Material Subsidiary’s properties,Subsidiaries’ Properties, and any such proceeding or petition shall not be dismissed, or such writ, judgment, warrant of attachment, execution or similar process shall not be released, vacated or fully bonded within 60 days after commencement, filing or levy; # any Borrowerthe Company or any Material Subsidiary admits the material allegations of a petition against it in any Insolvency Proceeding, or an order for relief (or similar order under non-U.S. law) is ordered in any Insolvency Proceeding; or # any Borrowerthe Company or any Material Subsidiary acquiesces in the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor), or other similar Person for itself or a substantial portion of its propertyProperty or business; or

Involuntary Bankruptcy or Insolvency Proceedings. (i) Any involuntary Insolvency Proceeding is commenced or filed against any Borrower or any Material Subsidiary, or any writ, judgment, warrant of attachment, execution or similar process, is issued or levied against a substantial part of any Borrower’s or any Material Subsidiary’s properties, and any such proceeding or petition shall not be dismissed, or such writ, judgment, warrant of attachment, execution or similar process shall not be released, vacated or fully bonded within 60 days after commencement, filing or levy; # any Borrower or any Material Subsidiary admits the material allegations of a petition against it in any Insolvency Proceeding, or an orderProceedings for relief (or similar order under non-U.S. law) is ordered in any Insolvency Proceeding; or # any Borrower or any Material Subsidiary acquiesces in the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor),liquidator or custodian of Borrower or any of its Subsidiaries or of all or a substantial part of the property thereof, or an involuntary case or other proceedings seeking liquidation, reorganization or other relief with respect to Borrower or any of its Subsidiaries or the debts thereof under any bankruptcy, insolvency or other similar Personlaw now or hereafter in effect shall be commenced and an order for itselfrelief entered or a substantial portionsuch proceeding shall not be dismissed or discharged within thirty (30) days of its propertycommencement; or business; or

Involuntary Proceedings.Insolvency Proceedings, Etc. # Any Loan Party or any of its Material Subsidiaries # files, issues, institutes or consents to the filing, issuing or institution of any petition, procedure or proceeding under or to take advantage of any Debtor Relief Law, or # makes an assignment for the benefit of creditors or initiates or enters into a composition, compromise or arrangement with any of its creditors, or # applies for or consents to the appointment of any receiver, administrator, examiner, compulsory manager, trustee, custodian, conservator, liquidator, rehabilitator or similar officer for it or for all or any material part of its property, or # is adjudicated as insolvent; or # any receiver, administrator, examiner, compulsory manager, trustee, custodian, conservator, liquidator, rehabilitator or similar officer is appointed in respect of any Loan Party or any of its Material Subsidiaries without the application or consent of such Person and, in the case of such an appointment under the laws of the United States or any other jurisdiction in which such appointment may be contested and such Person is contesting such appointment in good faith by appropriate proceedings diligently conducted, such appointment is not discharged or stayed within 60 calendar days; or # any procedure or proceeding under or to take advantage of any Debtor Relief Law relating to any such Person or to all or any material part of its property is instituted or any petition under or to take advantage of any Debtor Relief Law is filed or issued without the consent of such Person and continues undismissed or unstayed for 60 calendar days, or an order for relief is entered in any such proceeding or with respect to any such petition; or # Inability to Pay Debts; Attachment. (i) Any involuntary Insolvency Proceeding is commenced or filed against any BorrowerThe Company or any Material Subsidiary,Subsidiary admits in writing its inability or fails generally to pay its debts as they become due, or # any writ, judgment,writ or warrant of attachment,attachment or execution or similar process,process is issued or levied against a substantialall or any material part of any Borrower’s or any Material Subsidiary’s properties, andthe property of any such proceeding or petition shallPerson and is not be dismissed, or such writ, judgment, warrant of attachment, execution or similar process shall not be released, vacated or fully bonded within 6030 days after commencement, filingits issue or levy; # any Borrower or any Material Subsidiary admits the material allegations of a petition against it in any Insolvency Proceeding, or an order for relief (or similar order under non-U.S. law) is ordered in any Insolvency Proceeding; or # any Borrower or any Material Subsidiary acquiesces in the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor), or other similar Person for itself or a substantial portion of its property or business; or

Involuntary Proceedings. (i) Anyan involuntary Insolvency Proceeding isproceeding shall be commenced or filed against any Borrower or any Material Subsidiary, or any writ, judgment, warrant of attachment, execution or similar process, is issued or levied against a substantial part of any Borrower’s or any Material Subsidiary’s properties, and any such proceeding oran involuntary petition shall not be dismissed,filed seeking # liquidation, reorganization or such writ, judgment, warrantother relief in respect of attachment, execution or similar process shall not be released, vacated or fully bonded within 60 days after commencement, filing or levy; # anythe Borrower or any Material Subsidiary admits the material allegationsor its debts, or of a petition against itsubstantial part of its assets, under any Federal, state or foreign bankruptcy, insolvency, receivership or similar law now or hereafter in any Insolvency Proceeding,effect or an order for relief (or similar order under non-U.S. law) is ordered in any Insolvency Proceeding; or # any Borrower or any Material Subsidiary acquiesces in the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor),sequestrator, conservator or other similar Personofficial for itselfthe Borrower or any Material Subsidiary or for a substantial portionpart of its propertyassets, and, in any such case referred to in [(i) or business;(ii) above], such proceeding or petition shall continue undismissed for 60 days or an order or decree approving or ordering any of the foregoing shall be entered;

Involuntary Proceedings. (i) Any involuntaryBankruptcy, etc. If an Insolvency Proceeding is commenced or filed against any Borrowera Loan Party or any Materialof its Subsidiaries and any of the following events occur: # such Loan Party or such Subsidiary consents to the institution of such Insolvency Proceeding against it, # the petition commencing the Insolvency Proceeding is not timely controverted, # the petition commencing the Insolvency Proceeding is not dismissed within 60 calendar days of the date of the filing thereof, # an interim trustee is appointed to take possession of all or any substantial portion of the properties or assets of, or to operate all or any substantial portion of the business of, such Loan Party or its Subsidiary, or any writ, judgment, warrant of attachment, execution or similar process, is issued or levied against a substantial part of any Borrower’s or any Material Subsidiary’s properties, and any such proceeding or petition shall not be dismissed, or such writ, judgment, warrant of attachment, execution or similar process shall not be released, vacated or fully bonded within 60 days after commencement, filing or levy; # any Borrower or any Material Subsidiary admits the material allegations of a petition against it in any Insolvency Proceeding, or an order for relief (or similar order under non-U.S. law) is ordered in any Insolvency Proceeding;shall have been issued or # any Borrower or any Material Subsidiary acquiesces in the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor), or other similar Person for itself or a substantial portion of its property or business; orentered therein;

Involuntary Proceedings. (i) Anyan involuntary Insolvency Proceeding iscase or other proceeding shall be commenced or filed against any Borrower or any Material Subsidiary, or any writ, judgment, warrant of attachment, execution or similar process, is issued or levied against a substantial part of any Borrower’s or any Material Subsidiary’s properties, and any such proceeding or petition shall not be dismissed, or such writ, judgment, warrant of attachment, execution or similar process shall not be released, vacated or fully bonded within 60 days after commencement, filing or levy; # anythe Borrower or any Material Subsidiary admitsof the material allegationsBorrower seeking liquidation, reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a petition againsttrustee, receiver, liquidator, custodian or other similar official of it inor any Insolvency Proceeding,substantial part of its property, and such involuntary case or other proceeding shall remain undismissed and unstayed for a period of 60 days; or an order for relief (or similar order under non-U.S. law) is ordered in any Insolvency Proceeding; or # anyshall be entered against the Borrower or any Material Subsidiary acquiescesof the Borrower under the federal bankruptcy laws as now or hereafter in the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor), or other similar Person for itself or a substantial portion of its property or business; oreffect;

Involuntary Proceedings. (i) Anyan involuntary Insolvency Proceeding iscase or other proceeding shall be commenced or filed against any Borrower or any Material Subsidiary, or any writ, judgment, warrant of attachment, execution or similar process, is issued or levied against a substantial part of any Borrower’s or any Material Subsidiary’s properties, and any such proceeding or petition shall not be dismissed, or such writ, judgment, warrant of attachment, execution or similar process shall not be released, vacated or fully bonded within 60 days after commencement, filing or levy; # anythe Borrower or any Material Subsidiary admitsof the material allegationsBorrower seeking liquidation, reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other similar law now or hereafter in effect or seeking the appointment of a petition againsttrustee, receiver, liquidator, custodian or other similar official of it inor any Insolvency Proceeding,substantial part of its property, and such involuntary case or other proceeding shall remain undismissed and unstayed for a period of 60 days; or an order for relief (or similar order under non-U.S. law) is ordered in any Insolvency Proceeding; or # any Borrower or any Material Subsidiary acquiesces in the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor), or other similar Person for itself or a substantial portion of its property or business; or

Involuntary Proceedings. (i) Anyan involuntary Insolvency Proceeding isproceeding shall be commenced or an involuntary petition shall be filed against anyin a court of competent jurisdiction seeking # relief in respect of Holdings, the Borrower or any Material Subsidiary,of the Subsidiaries, or any writ, judgment, warrant of attachment, execution or similar process, is issued or levied against a substantial part of any Borrower’sthe property or any Material Subsidiary’s properties, and any such proceeding or petition shall not be dismissed, or such writ, judgment, warrantassets of attachment, execution or similar process shall not be released, vacated or fully bonded within 60 days after commencement, filing or levy; # anyHoldings, the Borrower or any Material Subsidiary admitsSubsidiary, under Title 11 of the material allegations of a petition against it in any Insolvency Proceeding,United States Code, as now constituted or an order for relief (or similar order under non-U.S. law) is ordered in any Insolvency Proceeding; or # any Borrowerhereafter amended, or any Material Subsidiary acquiesces inother federal, state or foreign bankruptcy, insolvency, receivership or similar law, # the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor),sequestrator, conservator or other similar Personofficial for itselfHoldings, the Borrower or any of the Subsidiaries or for a substantial portionpart of itsthe property or business;assets of Holdings, the Borrower or any of the Subsidiaries or # the winding-up or liquidation of Holdings, the Borrower or any Subsidiary (except, in the case of any Subsidiary, in a transaction permitted by [Section 6.05]); and such proceeding or petition shall continue undismissed for sixty (60) days or an order or decree approving or ordering any of the foregoing shall be entered;

Involuntary Proceedings. (i) Anyan involuntary Insolvency Proceeding isproceeding shall be commenced or an involuntary petition shall be filed against any Borrowerin a court of competent jurisdiction seeking # relief in respect of the Company or any MaterialBorrowing Subsidiary, or any writ, judgment, warrant of attachment, execution or similar process, is issued or levied against a substantial part of any Borrower’sthe property or assets of the Company or any Material Subsidiary’s properties, andBorrowing Subsidiary, under Title 11 of the United States Code, as now constituted or hereafter amended, or any such proceedingother Federal or petition shall not be dismissed, or such writ, judgment, warrant of attachment, executionstate bankruptcy, insolvency, receivership or similar process shall not be released, vacated or fully bonded within 60 days after commencement, filing or levy;law, # any Borrower or any Material Subsidiary admits the material allegations of a petition against it in any Insolvency Proceeding, or an order for relief (or similar order under non-U.S. law) is ordered in any Insolvency Proceeding; or # any Borrower or any Material Subsidiary acquiesces in the appointment of a receiver, trustee, custodian, conservator, liquidator, mortgagee in possession (or agent therefor),sequestrator, conservator or other similar Personofficial for itselfthe Company or any Borrowing Subsidiary or for a substantial portionpart of itsthe property or business;assets of the Company or any Borrowing Subsidiary or # the winding up or liquidation of the Company or any Borrowing Subsidiary; and such proceeding or petition shall continue undismissed for 60 days or an order or decree approving or ordering any of the foregoing shall be entered;