ISSUING LENDER WHEN DUE FOR ANY PAYMENT MADE BY SUCH ISSUING
LENDER UNDER ANY LETTER OF CREDIT LIABILITY, OR (II) FAILURE TO PAY ANY INTEREST
ON ANY LOAN, ANY OTHER AMOUNT DUE UNDER THIS AGREEMENT OR ANY OF THE
52
OTHER LOAN DOCUMENTS, OR ANY OTHER SECURED OBLIGATION, AND IN THE CASE OF THIS
CLAUSE (II) SUCH FAILURE CONTINUES FOR THREE (3) BUSINESS DAYS; OR
(B)
DEFAULT IN OTHER AGREEMENTS.
(I) FAILURE OF
ANY LOAN PARTY OR ANY OF ITS RESPECTIVE SUBSIDIARIES TO PAY WHEN DUE OR WITHIN
ANY APPLICABLE GRACE PERIOD ANY PRINCIPAL OR INTEREST ON INDEBTEDNESS (OTHER
THAN THE LOANS) OR ANY CONTINGENT OBLIGATION; OR (II) ANY OTHER BREACH OR
DEFAULT OF ANY LOAN PARTY OR ANY OF ITS RESPECTIVE SUBSIDIARIES WITH RESPECT TO
ANY INDEBTEDNESS (OTHER THAN THE LOANS), THE EFFECT OF SUCH BREACH OR DEFAULT
(EITHER INDIVIDUALLY OR IN THE AGGREGATE WITH ANY OTHER BREACHES OR DEFAULTS
UNDER THIS CLAUSE (II)) IS TO CAUSE OR TO PERMIT THE HOLDER OR HOLDERS THEN TO
CAUSE ANY INDEBTEDNESS OR CONTINGENT OBLIGATION HAVING AN AGGREGATE PRINCIPAL
AMOUNT FOR ONE OR MORE OF THE LOAN PARTIES IN EXCESS OF $2,500,000 OR AN
AGGREGATE PRINCIPAL AMOUNT FOR ONE OR MORE OF THE LOAN PARTIES AND THEIR
RESPECTIVE SUBSIDIARIES IN EXCESS OF $7,500,000 TO BECOME OR BE DECLARED DUE
PRIOR TO ITS STATED MATURITY; OR
(C)
BREACH OF CERTAIN PROVISIONS.
FAILURE OF ANY
LOAN PARTY OR ANY OF ITS RESPECTIVE SUBSIDIARIES TO PERFORM OR COMPLY WITH ANY
TERM OR CONDITION CONTAINED IN THAT PORTION OF SUBSECTION 2.2 RELATING TO SUCH
LOAN PARTY'S OR ITS RESPECTIVE SUBSIDIARIES' OBLIGATION TO MAINTAIN INSURANCE,
SUBSECTION 2.5, SECTION 3 OR SECTION 4 (EXCLUDING SUBSECTION 4.5); OR
(D)
BREACH OF WARRANTY.
ANY REPRESENTATION,
WARRANTY, CERTIFICATION OR OTHER STATEMENT MADE BY ANY LOAN PARTY OR ANY OF ITS
RESPECTIVE SUBSIDIARIES IN ANY LOAN DOCUMENT OR IN ANY STATEMENT OR CERTIFICATE
AT ANY TIME GIVEN BY ANY LOAN PARTY OR ANY OF ITS RESPECTIVE SUBSIDIARIES IN
WRITING PURSUANT TO ANY LOAN DOCUMENT IS FALSE IN ANY MATERIAL RESPECT ON THE
DATE MADE OR DEEMED MADE; OR
(E)
OTHER DEFAULTS UNDER LOAN DOCUMENTS.
ANY
LOAN PARTY OR ANY OF ITS RESPECTIVE SUBSIDIARIES BREACHES OR DEFAULTS IN THE
PERFORMANCE OF OR COMPLIANCE WITH ANY TERM CONTAINED IN THIS AGREEMENT OR THE
OTHER LOAN DOCUMENTS NOT SPECIFICALLY COVERED IN SUBSECTIONS 6.1(A), (B), (C) OR
(D) AND SUCH DEFAULT IS NOT REMEDIED OR WAIVED WITHIN 45 DAYS AFTER RECEIPT BY
ANY LOAN PARTY OR SUCH OTHER PARTY OF NOTICE FROM ADMINISTRATIVE AGENT OR
REQUISITE LENDERS OF SUCH DEFAULT (OTHER THAN OCCURRENCES DESCRIBED IN OTHER
PROVISIONS OF THIS SUBSECTION 6.1 FOR WHICH A DIFFERENT GRACE OR CURE PERIOD IS
SPECIFIED OR WHICH CONSTITUTE IMMEDIATE EVENTS OF DEFAULT); OR
(F)
INVOLUNTARY BANKRUPTCY; APPOINTMENT OF
RECEIVER; ETC.
(I) A COURT ENTERS A DECREE OR ORDER FOR RELIEF WITH RESPECT TO
ANY LOAN PARTY OR ANY OF ITS RESPECTIVE SUBSIDIARIES IN AN INVOLUNTARY CASE
UNDER THE BANKRUPTCY CODE, WHICH DECREE OR ORDER IS NOT STAYED OR OTHER