REMEDIES UPON EVENT OF DEFAULT
SECTION 8.1 EVENTS OF DEFAULT. THE EXISTENCE OR OCCURRENCE OF ANY ONE OR MORE OF
THE FOLLOWING EVENTS, WHATEVER THE REASON THEREFOR AND UNDER ANY CIRCUMSTANCES
WHATSOEVER, SHALL CONSTITUTE AN EVENT OF DEFAULT AND SHALL EXIST FROM THE DAY IT
FIRST EXISTS OR OCCURS UNTIL THE LENDER HAS ACKNOWLEDGED IN WRITING THAT IT HAS
BEEN CURED OR WAIVED:
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(A)
THE BORROWER FAILS TO PAY ANY PRINCIPAL ON ANY OF THE ADVANCES, OR
ANY PORTION THEREOF, WHEN DUE; OR
(B)
THE BORROWER FAILS TO PAY ANY INTEREST ON ANY ADVANCE, OR ANY OF
THE FEES PAYABLE UNDER ARTICLE II, OR ANY PORTION THEREOF, WITHIN THREE BUSINESS
DAYS AFTER THE SAME BECOMES DUE; OR
(C)
THE BORROWER FAILS TO PAY THE ISSUER ANY AMOUNT REQUIRED BY
SECTION 2.6(C), WITHIN THREE BUSINESS DAYS AFTER THE SAME BECOMES DUE; OR
(D)
THE BORROWER FAILS TO PAY ANY OTHER AMOUNTS PAYABLE TO THE LENDER
UNDER ANY LOAN DOCUMENT, OR ANY PORTION THEREOF, WITHIN THREE BUSINESS DAYS
AFTER THE SAME BECOMES DUE OR, IF THERE IS NO EXPRESS DUE DATE, THEN THE DATE
THREE BUSINESS DAYS AFTER DEMAND; OR
(E)
ANY FAILURE TO COMPLY WITH SECTION 6.1(H) THAT IS MATERIALLY
ADVERSE TO THE INTERESTS OF THE LENDER; OR
(F)
THE BORROWER FAILS TO PERFORM OR OBSERVE ANY OF THE COVENANTS OR
AGREEMENTS CONTAINED IN ARTICLE V OR VI (OTHER THAN THE COVENANT SET FORTH IN
SECTION 6.1(H)); OR
(G)
THE BORROWER OR ANY GUARANTOR FAILS TO PERFORM OR OBSERVE ANY
COVENANT OR AGREEMENT CONTAINED IN ANY LOAN DOCUMENT ON ITS PART TO BE PERFORMED
OR OBSERVED (OTHER THAN THE COVENANTS DESCRIBED IN SUBSECTION (E) ABOVE) AND
SUCH FAILURE CONTINUES FOR A PERIOD OF 30 DAYS OR SUCH LONGER PERIOD, NOT TO
EXCEED 60 ADDITIONAL DAYS, AS THE LENDER MAY DETERMINE IS REASONABLY NECESSARY
TO CURE SUCH FAILURE OR THE EFFECTS OF SUCH FAILURE PROVIDED THAT THE BORROWER
OR SUCH GUARANTOR CONTINUES DURING SUCH EXTENDED PERIOD TO PROCEED DILIGENTLY
WITH ACTIONS DESIGNED TO CURE SUCH FAILURE OR THE EFFECTS OF SUCH FAILURE;
(H)
ANY REPRESENTATION OR WARRANTY MADE IN ANY LOAN DOCUMENT OR IN ANY
CERTIFICATE DELIVERED PURSUANT TO ANY LOAN DOCUMENT PROVES TO HAVE BEEN
INCORRECT IN ANY MATERIAL RESPECT WHEN MADE; OR
(I)
AT ANY TIME THE BORROWER OR ANY GUARANTOR (I) FAILS TO MAKE ANY
PAYMENT OF PRINCIPAL OR INTEREST ON ANY INDEBTEDNESS HAVING AN UNPAID PRINCIPAL
BALANCE OF MORE THAN $5,000,000 WHEN DUE (OR WITHIN ANY STATED GRACE PERIOD),
WHETHER AT THE STATED MATURITY, UPON ACCELERATION, BY REASON OF REQUIRED
PREPAYMENT OR OTHERWISE OR (II)
FAILS TO PERFORM OR OBSERVE ANY OTHER TERM,
COVENANT OR AGREEMENT ON ITS PART TO BE PERFORMED OR OBSERVED, OR SUFFERS ANY
EVENT TO OCCUR, IN CONNECTION WITH ANY INDEBTEDNESS FOR BORROWED MONEY HAVING AN
UNPAID PRINCIPAL AMOUNT OF MORE THAN $5,000,000 IF AS A RESULT OF SUCH FAILURE
OR SUFFERANCE (X) ANY HOLDER OR HOLDERS THEREOF (OR AN AGENT OR TRUSTEE ON ITS
OR THEIR BEHALF) HAS THE RIGHT TO