EVENTS OF DEFAULT
Any one of the following shall constitute an event of default (an "Event of
Default") under this Agreement:
8.1
PAYMENT DEFAULT.
BORROWER FAILS TO (A) MAKE ANY PAYMENT OF
PRINCIPAL OR INTEREST ON ANY CREDIT EXTENSION ON ITS DUE DATE, OR (B) PAY ANY
OTHER OBLIGATIONS WITHIN THREE (3) BUSINESS DAYS AFTER SUCH OBLIGATIONS ARE DUE
AND PAYABLE (WHICH GRACE PERIOD WILL NOT APPLY TO PAYMENTS DUE ON THE MATURITY
DATE).
DURING THE CURE PERIOD,
10
THE FAILURE TO CURE THE PAYMENT DEFAULT IS NOT AN EVENT OF DEFAULT (BUT NO
CREDIT EXTENSION WILL BE MADE DURING THE CURE PERIOD);
8.2
COVENANT DEFAULT.
(a) Borrower fails or neglects to perform any obligation in Sections 6.2, 6.6,
and 6.7 or violates any covenant in Section 7; or
(B) BORROWER FAILS OR NEGLECTS TO PERFORM, KEEP, OR OBSERVE ANY OTHER TERM,
PROVISION, CONDITION, COVENANT OR AGREEMENT CONTAINED IN THIS AGREEMENT, ANY
LOAN DOCUMENTS, AND AS TO ANY DEFAULT (OTHER THAN THOSE SPECIFIED IN THIS
SECTION 8 BELOW) UNDER SUCH OTHER TERM, PROVISION, CONDITION, COVENANT OR
AGREEMENT THAT CAN BE CURED, HAS FAILED TO CURE THE DEFAULT WITHIN TEN (10) DAYS
AFTER THE OCCURRENCE THEREOF; PROVIDED, HOWEVER, THAT IF THE DEFAULT CANNOT BY
ITS NATURE BE CURED WITHIN THE TEN (10) DAY PERIOD OR CANNOT AFTER DILIGENT
ATTEMPTS BY BORROWER BE CURED WITHIN SUCH TEN (10) DAY PERIOD, AND SUCH DEFAULT
IS LIKELY TO BE CURED WITHIN A REASONABLE TIME, THEN BORROWER SHALL HAVE AN
ADDITIONAL PERIOD (WHICH SHALL NOT IN ANY CASE EXCEED THIRTY (30) DAYS) TO
ATTEMPT TO CURE SUCH DEFAULT, AND WITHIN SUCH REASONABLE TIME PERIOD THE FAILURE
TO CURE THE DEFAULT SHALL NOT BE DEEMED AN EVENT OF DEFAULT (BUT NO CREDIT
EXTENSIONS SHALL BE MADE DURING SUCH CURE PERIOD).
GRACE PERIODS PROVIDED UNDER
THIS SECTION SHALL NOT APPLY, AMONG OTHER THINGS, TO FINANCIAL COVENANTS OR ANY
OTHER COVENANTS SET FORTH IN SUBSECTION (A) ABOVE;
8.3
MATERIAL ADVERSE CHANGE.
A MATERIAL ADVERSE CHANGE OCCURS;
8.4
ATTACHMENT.
(A) ANY MATERIAL PORTION OF BORROWER'S ASSETS IS
ATTACHED, SEIZED, LEVIED ON, OR COMES INTO POSSESSION OF A TRUSTEE OR RECEIVER
AND THE ATTACHMENT, SEIZURE OR LEVY IS NOT REMOVED IN TEN (10) DAYS; (B) THE
SERVICE OF PROCESS UPON BANK ( OR BANK'S AFFILIATE) SEEKING TO ATTACH, BY
TRUSTEE OR SIMILAR PROCESS, ANY FUNDS OF, OR OF ANY ENTITY UNDER CONTROL OF
BORROWER (INCLUDING A SUBSIDIARY) ON DEPOSIT WITH THE BANK; (C) BORROWER IS
ENJOINED, RESTRAINED, OR PREVENTED BY COURT ORDER FROM CONDUCTING A MATERIAL
PART OF ITS BUSINESS AND SUCH INJUNCTION OR RESTRAINT IS NOT REMOVED OR
TERMINATED IN TEN (10) DAYS; (D) A JUDGMENT OR OTHER CLAIM IN EXCESS OF $150,000
BECOMES A LIEN ON ANY OF BORROWER'S ASSETS; OR (E) A NOTICE OF LIEN, LEVY, OR
ASSESSMENT IS FILED AGAINST ANY OF BORROWER'S ASSETS BY ANY GOVERNMENT AGENCY
AND NOT PAID WITHIN TEN (10) DAYS AFTER BORROWER RECEIVES NOTICE.
THESE ARE NOT
EVENTS OF DEFAULT IF STAYED OR IF A BOND IS POSTED PENDING CONTEST