AFFILIATES SHALL HAVE THE SAME MEANING AS SET FORTH
IN APPLICABLE BANK REGULATIONS.
6.11
CHANGE IN MANAGEMENT.
NEITHER THE BORROWER NOR THE BANK SHALL MAKE
ANY CHANGE IN ITS EXECUTIVE MANAGEMENT PERSONNEL WITHOUT PROVIDING LENDER
WRITTEN NOTICE WITHIN TEN (10) DAYS AFTER SUCH CHANGE BECOMES EFFECTIVE.
6.12
CHARTER OR BY-LAW AMENDMENTS.
NEITHER BORROWER, BANK NOR ANY OTHER
SUBSIDIARY SHALL ADOPT, AMEND OR ENTER INTO, AS APPLICABLE, ANY CHARTER,
ARTICLES OF INCORPORATION, BYLAWS (OR ANY AMENDMENTS THERETO) OR OTHER
PROVISIONS OR AGREEMENTS THAT WOULD REASONABLY BE EXPECTED TO HAVE AN ADVERSE
EFFECT ON THE PRIORITY, PREFERENCES, OR RIGHTS OF THE COLLATERAL OR THE LENDER'S
RIGHTS AND REMEDIES WITH RESPECT THERETO.
6.13
NO DEFAULTS.
BORROWER SHALL NOT PERMIT OR SUFFER THE OCCURRENCE OF
ANY EVENT NOR ALLOW ANY SUBSIDIARY OR OTHER AFFILIATE TO KNOWINGLY PERMIT OR
SUFFER THE OCCURRENCE OF ANY EVENT WHICH CONSTITUTES AN EVENT OF DEFAULT UNDER
ANY INDENTURE OR LOAN AGREEMENT FOR ANY INDEBTEDNESS IN EXCESS OF ONE MILLION
DOLLARS ($1,000,000.00) OR WITH RESPECT TO ANY OTHER MATERIAL INDEBTEDNESS OF
THE BORROWER, THE BANK, OR ANY OTHER SUBSIDIARY.
7.
DEFAULT AND REMEDIES.
7.1
EVENTS OF DEFAULT.
ANY ONE OR MORE OF THE FOLLOWING EVENTS SHALL
CONSTITUTE AN EVENT OF DEFAULT UNDER THE TERMS OF THIS AGREEMENT AND THE OTHER
LOAN DOCUMENTS:
(A)
DEFAULTS IN THE PROMPT PAYMENT AS AND WHEN DUE OF THE PRINCIPAL OF
OR INTEREST ON THE LOANS OR ANY FEES DUE UNDER THIS LOAN AGREEMENT WITHIN TEN
(10) DAYS OF THE DATE WHEN DUE.
(B)
DEFAULT IN COMPLIANCE WITH OR IN THE PERFORMANCE OR OBSERVANCE OF
ANY TERM, COVENANT, OBLIGATION, CONDITION, OR AGREEMENT IN THIS AGREEMENT OR ANY
OTHER LOAN DOCUMENT.
(C)
IF ANY REPRESENTATION, WARRANTY OR ANY OTHER STATEMENT MADE OR
DEEMED TO BE MADE BY THE BORROWER HEREIN, IN ANY OTHER LOAN DOCUMENT, OR IN ANY
WRITING, CERTIFICATE, OR REPORT OR STATEMENT AT ANY TIME FURNISHED TO LENDER
PURSUANT TO OR IN CONNECTION WITH THIS AGREEMENT SHALL PROVE TO BE FALSE OR
MISLEADING IN ANY MATERIAL RESPECT, AT THE TIME MADE OR FURNISHED.
(D)
BORROWER, THE BANK OR ANY OTHER SUBSIDIARY SHALL FAIL TO PAY WHEN
DUE AND BEFORE THE EXPIRATION OF ANY GRACE PERIOD, ANY DEBT FOR BORROWED MONEY
IN AN AMOUNT GREATER THAN ONE MILLION DOLLARS ($1,000,000) WHICH IT IS PRIMARILY
OBLIGATED TO PAY AS BORROWER, OR IN ANY OTHER CAPACITY, WHETHER SUCH DEBT SHALL
HAVE BECOME DUE BECAUSE OF ACCELERATION OF MATURITY OR OTHERWISE, OTHER THAN
DEBT CREATED BY THE LOAN DOCUMENTS.
(E)
AN EVENT OCCURS WHICH CONSTITUTES AN EVENT OF DEFAULT AS DEFINED IN
THE NOTE OR ANY OTHER LOAN DOCUMENT; OR AN EVENT OCCURS WHICH CONSTITUTES AN
EVENT OF DEFAULT (FOLLOWING THE EXPIRATION OF APPLICABLE GRACE, NOTICE OR CURE
PERIODS) UNDER ANY PRESENT OR FUTURE LOAN AGREEMENT BETWEEN LENDER AND BORROWER
FOR ANY OTHER LOAN.
(F)
THE BORROWER, THE BANK, OR ANY OTHER SUBSIDIARY SHALL
(i)
BE UNABLE OR ADMITS IN WRITING ITS INABILITY TO PAY ITS DEBTS AS THEY BECOME
DUE; OR
(ii)
FILE A PETITION IN