OF ITS SUBSIDIARIES TO DO SO; OR
(B) PAY ANY DIVIDENDS OR MAKE ANY DISTRIBUTION OR PAYMENT OR REDEEM, RETIRE OR
PURCHASE ANY CAPITAL STOCK OTHER THAN PERMITTED DISTRIBUTIONS.
7.7
TRANSACTIONS WITH AFFILIATES.
DIRECTLY OR
INDIRECTLY ENTER INTO OR PERMIT TO EXIST ANY MATERIAL TRANSACTION WITH ANY
AFFILIATE OF BORROWER, EXCEPT FOR PERMITTED AFFILIATE TRANSACTIONS.
7.8
SUBORDINATED DEBT.
MAKE OR PERMIT ANY PAYMENT
ON ANY SUBORDINATED DEBT, EXCEPT UNDER THE TERMS OF THE SUBORDINATED DEBT, OR
AMEND ANY PROVISION IN ANY DOCUMENT RELATING TO THE SUBORDINATED DEBT
7
7.9
COMPLIANCE.
(A) BECOME AN "INVESTMENT
COMPANY" OR A COMPANY CONTROLLED BY AN "INVESTMENT COMPANY", UNDER THE
INVESTMENT COMPANY ACT OF 1940 OR UNDERTAKE AS ONE OF ITS IMPORTANT ACTIVITIES
EXTENDING CREDIT TO PURCHASE OR CARRY MARGIN STOCK, OR USE THE PROCEEDS OF ANY
CREDIT EXTENSION FOR THAT PURPOSE; (B) FAIL TO MEET THE MINIMUM FUNDING
REQUIREMENTS OF ERISA, OR PERMIT A REPORTABLE EVENT OR PROHIBITED TRANSACTION,
AS DEFINED IN ERISA, TO OCCUR; OR (C) FAIL TO COMPLY WITH THE FEDERAL FAIR LABOR
STANDARDS ACT OR VIOLATE ANY OTHER LAW OR REGULATION, IF THE VIOLATION COULD
REASONABLY BE EXPECTED TO HAVE A MATERIAL ADVERSE EFFECT ON BORROWER'S BUSINESS
OR OPERATIONS OR WOULD REASONABLY BE EXPECTED TO CAUSE A MATERIAL ADVERSE
CHANGE, OR PERMIT ANY OF ITS SUBSIDIARIES TO DO SO.
8
EVENTS OF DEFAULT
Any one of the following shall constitute an event of default hereunder (an
"Event of Default"):
8.1
PAYMENT DEFAULT.
BORROWER FAILS TO PAY ANY OF
THE OBLIGATIONS WITHIN THREE (3) DAYS AFTER THEIR DUE DATE. DURING SUCH THREE
(3) DAY PERIOD THE FAILURE TO CURE THE DEFAULT SHALL NOT CONSTITUTE AN EVENT OF
DEFAULT (BUT NO CREDIT EXTENSION SHALL BE MADE DURING SUCH CURE PERIOD).
8.2
COVENANT DEFAULT.
(A)
BORROWER FAILS OR
NEGLECTS TO PERFORM ANY OBLIGATION IN SECTION 6.2, 6.6 OR VIOLATES ANY COVENANT
IN ARTICLE 7;
OR (B)
BORROWER FAILS OR NEGLECTS TO PERFORM, KEEP, OR OBSERVE
ANY OTHER MATERIAL TERM, PROVISION, CONDITION, COVENANT OR AGREEMENT CONTAINED
IN THIS AGREEMENT, ANY OF THE LOAN DOCUMENTS, AND AS TO ANY DEFAULT UNDER SUCH
OTHER MATERIAL 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 HAVE CURED SUCH DEFAULT
SHALL NOT BE DEEMED AN EVENT OF DEFAULT (PROVIDED THAT 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 THAT ARE REQUIRED TO BE SATISFIED, COMPLETED