an obligation of such Person if a Lien is granted to secure another
obligation of such Person.
7.10
Use of Proceeds.
Use the proceeds of any Credit
Extension, whether directly or indirectly, and whether immediately, incidentally
or ultimately, to purchase or carry margin stock (within the meaning of
Regulation U of the FRB) or to extend credit to others for the purpose of
purchasing or carrying margin stock or to refund indebtedness originally
incurred for such purpose.
7.11
Limitation for Net Products Exposure.
Enter into,
or otherwise be a party to any Swap Contract that does not comply with the Risk
Management Policy.
Furthermore, the aggregate value at risk, or VaR limits (as
defined below), calculated in accordance with the Risk Management Policy, shall
not at any time exceed $5,000,000.
For purposes of this Section 7.11, the term
"VaR limits" means the maximum allowable change in aggregate mark-to-market
(i.e., unrealized losses) dollars, with a given probability, over a one-day time
horizon (as provided in the Risk Management Policy).
7.12
FINANCIAL COVENANTS.
(A)
INTEREST COVERAGE RATIO.
PERMIT THE
INTEREST COVERAGE RATIO AS OF THE END OF ANY FISCAL QUARTER OF THE BORROWER,
CALCULATED FOR THE FOUR CONSECUTIVE FISCAL QUARTERS THEN ENDED, TO BE LESS THAN
3.0 TO 1.0.
(B)
DEBT TO CAPITALIZATION RATIO.
PERMIT THE
DEBT TO CAPITALIZATION RATIO FOR ANY FISCAL QUARTER OF THE BORROWER TO BE
GREATER THAN 0.55 TO 1.0.
ARTICLE VIII.
EVENTS OF DEFAULT AND REMEDIES
8.01
Events of Default.
Any of the following shall
constitute an Event of Default:
(A)
NON-PAYMENT.
THE BORROWER OR ANY OTHER
LOAN PARTY FAILS TO PAY (I) WHEN AND AS REQUIRED TO BE PAID HEREIN, ANY AMOUNT
OF PRINCIPAL OF ANY LOAN OR ANY L/C OBLIGATION, OR (II) WITHIN TEN DAYS AFTER
THE SAME BECOMES DUE, ANY INTEREST ON ANY LOAN OR ON ANY L/C OBLIGATION, OR ANY
COMMITMENT FEE OR OTHER FEE DUE HEREUNDER, OR (III) WITHIN TEN DAYS AFTER THE
SAME BECOMES DUE, ANY OTHER AMOUNT PAYABLE HEREUNDER OR UNDER ANY OTHER LOAN
DOCUMENT; OR
(B)
SPECIFIC COVENANTS.
THE BORROWER FAILS TO
PERFORM OR OBSERVE ANY TERM, COVENANT OR AGREEMENT CONTAINED IN ANY OF SECTIONS
6.03, 6.12 OR 6.13 OR IN ARTICLE VII; OR
(C)
OTHER DEFAULTS.
ANY LOAN PARTY FAILS TO
PERFORM OR OBSERVE ANY OTHER COVENANT OR AGREEMENT (NOT SPECIFIED IN
SUBSECTION (A) OR (B) ABOVE) CONTAINED IN ANY LOAN DOCUMENT ON ITS PART TO BE
PERFORMED OR OBSERVED AND SUCH FAILURE CONTINUES FOR 30 DAYS; OR
(D)
REPRESENTATIONS AND WARRANTIES.
ANY
REPRESENTATION, WARRANTY, CERTIFICATION OR STATEMENT OF FACT MADE OR DEEMED MADE
BY OR ON BEHALF OF THE BORROWER OR ANY OTHER LOAN PARTY
59
HEREIN, IN ANY OTHER LOAN DOCUMENT, OR IN ANY DOCUMENT DELIVERED IN CONNECTION
HEREWITH OR THEREWITH SHALL BE INCORRECT OR MISLEADING WHEN MADE OR DEEMED MADE
AND SUCH REPRESENTATION OR WARRANTY DOES NOT BECOME TRUE AND CORRECT WITHIN
THIRTY (30) DAYS; OR
(E)
CROSS-DEFAULT.
(I)
THE BORROWER OR ANY SUBSIDIARY (A) FAILS
TO MAKE ANY PAYMENT WHEN DUE (WHETHER BY