Honeywell 2005 Annual Report Download - page 216

of debtors, or seeking the entry of an order for relief or the appointment of a receiver, trustee, custodian 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), either such proceeding shall remain
undismissed or unstayed for a period of 30 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 for any substantial part of its property) shall
occur; or the Company, any Borrower or any such Subsidiaries shall take any corporate action to authorize any of the actions set forth above in this
subsection (f); provided, however, that any event or occurrence described in this subsection (f) shall not be an Event of Default if (A) such event or
occurrence relates to any Subsidiary of the Company located in an Exempt Country, (B) the Debt of such Subsidiary is not guaranteed or supported in
any legally enforceable manner by any Borrower or by any Subsidiary or Affiliate of the Company located outside the Exempt Countries, (C) such
event or occurrence is due to the direct or indirect action of any government entity or agency in any Exempt Country and (D) as of the last day of the
calendar quarter immediately preceding such event or occurrence, the book value of the assets of such Subsidiary does not exceed US$150,000,000
and the aggregate book value of the assets of all Subsidiaries of the Company located in Exempt Countries with respect to which the happening of the
events or occurrences described in this subsection (f) would cause an Event of Default to occur but for the effect of this proviso does not exceed US
$500,000,000; or
(g) Any judgment or order for the payment of money in excess of US$150,000,000 shall be rendered against the Company or any of its
Subsidiaries and enforcement proceedings shall have been commenced by any creditor upon such judgment or order and there shall be any period of
10 consecutive days during which a stay of enforcement of such judgment or order, by reason of a pending appeal or otherwise, shall not be in effect;
provided, however, that any such judgment or order shall not be an Event of Default under this Section 6.01(g) if (A) such judgment or order is
rendered against any Subsidiary of the Company located in an Exempt Country, (B) the Debt of such Subsidiary is not guaranteed or supported in any
legally enforceable manner by any Borrower or by any Subsidiary or Affiliate of the Company located outside the Exempt Countries, (C) such
judgment or order is due to the direct or indirect action of any government entity or agency in any Exempt Country and (D) as of the last day of the
calendar quarter immediately preceding the tenth consecutive day of the stay period referred to above, the book value of the assets of such Subsidiary
does not exceed US$150,000,000 and the aggregate book value of the assets of all Subsidiaries of the Company located in Exempt Countries the
judgments and orders against which would cause an Event of Default to occur but for the effect of this proviso does not exceed US$500,000,000; or
(h) Any non-monetary judgment or order shall be rendered against the Company or any of its Subsidiaries that is reasonably likely to have a
Material Adverse Effect, and enforcement proceedings shall have been commenced by any Person upon such judgment or order and there shall be any
period of 10 consecutive days during which a stay of enforcement of such judgment or order, by reason of a pending appeal or otherwise, shall not be
in effect; or 46