by law or contained in any Loan Document.
SECTION 7.11
SALE AND LEASEBACK.
THE BORROWERS
SHALL NOT, AND SHALL NOT PERMIT ANY OF THEIR SUBSIDIARIES TO, DIRECTLY OR
INDIRECTLY ENTER INTO ANY AGREEMENT OR ARRANGEMENT PROVIDING FOR THE SALE OR
TRANSFER BY IT OF ANY PROPERTY (NOW OWNED OR HEREAFTER ACQUIRED) TO A PERSON AND
THE SUBSEQUENT LEASE OR RENTAL OF SUCH PROPERTY OR OTHER SIMILAR PROPERTY FROM
SUCH PERSON.
SECTION 7.12
MANAGER.
THE BORROWERS SHALL NOT
CAUSE THE UNITS OR THE UNIT LEASES TO BE MANAGED BY ANY MANAGER OTHER THAN A
MANAGER EXPRESSLY APPROVED IN WRITING BY THE LENDER.
SECTION 7.13
ANTI-TERRORISM LAW; ANTI-MONEY
LAUNDERING.
THE BORROWERS SHALL NOT:
(A)
DIRECTLY OR INDIRECTLY, (I) KNOWINGLY
CONDUCT ANY BUSINESS OR ENGAGE IN MAKING OR RECEIVING ANY CONTRIBUTION OF FUNDS,
GOODS OR SERVICES TO OR FOR THE BENEFIT OF ANY PERSON DESCRIBED IN SECTION 5.15
OF THIS AGREEMENT, (II) KNOWINGLY DEAL IN, OR OTHERWISE ENGAGE IN ANY
TRANSACTION RELATING TO, ANY PROPERTY OR INTERESTS IN PROPERTY BLOCKED PURSUANT
TO THE EXECUTIVE ORDER OR ANY OTHER PRESCRIBED LAW, OR (III) KNOWINGLY ENGAGE IN
OR CONSPIRE TO ENGAGE IN ANY TRANSACTION THAT EVADES OR AVOIDS, OR HAS THE
PURPOSE OF EVADING OR AVOIDING, OR ATTEMPTS TO VIOLATE, ANY OF THE PROHIBITIONS
SET FORTH IN ANY PRESCRIBED LAW (AND THE BORROWERS SHALL DELIVER
54
TO THE LENDER ANY CERTIFICATION OR OTHER EVIDENCE REQUESTED FROM TIME TO TIME BY
THE LENDER IN ITS REASONABLE DISCRETION, CONFIRMING THE BORROWERS' COMPLIANCE
WITH THIS SECTION.
(B)
KNOWINGLY CAUSE OR PERMIT ANY OF THE FUNDS
OF THE BORROWERS THAT ARE USED TO REPAY THE LOANS TO BE DERIVED FROM ANY
UNLAWFUL ACTIVITY WITH THE RESULT THAT THE MAKING OF THE LOANS WOULD BE IN
VIOLATION OF PRESCRIBED LAW.
ARTICLE VIII
EVENTS OF DEFAULT.
Each of the following events or occurrences described in this Article shall
constitute an event of default (an "Event of Default"):
(A)
ANY BORROWER SHALL DEFAULT IN THE PAYMENT
OF ANY PRINCIPAL OR INTEREST ON ANY LOAN WHEN DUE (WHETHER SCHEDULED, AT STATED
MATURITY, UPON ACCELERATION OR UPON MANDATORY PREPAYMENT).
(B)
ANY BORROWER SHALL DEFAULT IN THE PAYMENT OF
ANY OTHER AMOUNT PAYABLE BY IT HEREUNDER OR UNDER ANY OTHER LOAN DOCUMENT AFTER
NOTIFICATION BY THE LENDER OF SUCH DEFAULT, AND SUCH DEFAULT SHALL HAVE
CONTINUED UNREMEDIED FOR THREE (3) BUSINESS DAYS.
(C)
ANY REPRESENTATION, WARRANTY OR
CERTIFICATION MADE OR DEEMED MADE HEREIN OR IN ANY OTHER LOAN DOCUMENT BY ANY
BORROWER OR MASTER LESSOR, AS APPLICABLE, OR ANY CERTIFICATE FURNISHED TO THE
LENDER PURSUANT TO THE PROVISIONS OF THIS AGREEMENT SHALL PROVE TO HAVE BEEN
FALSE OR MISLEADING IN ANY MATERIAL RESPECT AS OF THE TIME MADE OR FURNISHED.
(D)
ANY BORROWER SHALL DEFAULT IN THE DUE
PERFORMANCE OR OBSERVANCE OF ANY OF ITS OBLIGATIONS UNDER SECTIONS 6.01(D),
6.02(A)(I), 6.02(D), 6.07(B) OR ARTICLE VII OF THIS AGREEMENT.
(E)
ANY BORROWER SHALL DEFAULT IN THE DUE
PERFORMANCE OR OBSERVANCE OF ANY OF ITS OBLIGATIONS UNDER (I) SECTIONS 6.09 AND
6.10 OF THIS AGREEMENT, AND