OFFICE OF THRIFT SUPERVISION, AND THE BOARD OF
GOVERNORS OF THE FEDERAL RESERVE SYSTEM AND SUCH FAILURE HAS NOT BEEN FULLY
CORRECTED WITHIN THIRTY (30) BUSINESS DAYS OF THE BORROWER'S OR THE BANK'S
AWARENESS OF ITS FAILURE TO COMPLY, OR SUCH LONGER CURE PERIOD AS THE APPLICABLE
MEMORANDUM OF UNDERSTANDING OR LETTER AGREEMENT MAY PROVIDE.
7.2
CURE PROVISIONS.
IF ANY EVENT OF DEFAULT, OTHER THAN A DEFAULT IN
PAYMENT, IS CURABLE AND IF BORROWER HAS NOT BEEN GIVEN A NOTICE OF A BREACH IN
THE SAME PROVISION OF THE NOTE WITHIN THE PRECEDING TWELVE (12) MONTHS, IT MAY
BE CURED IF BORROWER, AFTER RECEIVING WRITTEN NOTICE FROM LENDER DEMANDING CURE
OF SUCH DEFAULT:
(1) CURES THE DEFAULT WITHIN FIFTEEN (15) DAYS; OR (2) IF THE
CURE REQUIRES MORE THAN FIFTEEN (15) DAYS, IMMEDIATELY INITIATES STEPS WHICH
LENDER DEEMS IN LENDER'S REASONABLE DISCRETION TO BE SUFFICIENT TO CURE THE
DEFAULT AND THEREAFTER CONTINUES AND COMPLETES ALL REASONABLE AND NECESSARY
STEPS SUFFICIENT TO PRODUCT COMPLIANCE AS SOON AS REASONABLY PRACTICAL.
7.3
REMEDIES ON DEFAULT.
UPON THE OCCURRENCE OF AN EVENT OF DEFAULT,
LENDER MAY (I) TERMINATE ALL OBLIGATIONS OF LENDER TO BORROWER, THE BANK, OR ANY
OTHER SUBSIDIARY INCLUDING, WITHOUT LIMITATION, ALL OBLIGATIONS TO LEND MONEY TO
BORROWER UNDER THIS AGREEMENT, (II) DECLARE THE NOTES IMMEDIATELY DUE AND
PAYABLE, WITHOUT PRESENTMENT, DEMAND, PROTEST, NOTICE OF INTENT TO ACCELERATE
AND NOTICE OF ACCELERATION OF THE MATURITY DATE OF THIS NOTES, OR ANY OTHER
NOTICE OF ANY KIND, ALL OF WHICH ARE EXPRESSLY WAIVED, (III) DECLARE IMMEDIATELY
DUE AND PAYABLE FROM BORROWER THE EXPENSES SET FORTH IN SECTION 8.14 HEREOF, AND
(IV) PURSUE ANY REMEDY AVAILABLE TO IT UNDER THIS AGREEMENT, THE NOTES, THE
PLEDGE AGREEMENT OR ANY OTHER LOAN DOCUMENT, OR AVAILABLE AT LAW OR IN EQUITY,
CONCURRENTLY OR SUBSEQUENTLY, IN SUCH ORDER AS THE LENDER MAY ELECT, ALL OF
WHICH REMEDIES SHALL BE CUMULATIVE.
7.4
LIENS; SETOFF BY LENDER.
BORROWER HEREBY GRANTS TO LENDER A CONTINUING
LIEN FOR ALL INDEBTEDNESS OF BORROWER TO LENDER UPON ANY AND ALL OF ITS MONIES,
SECURITIES AND OTHER PROPERTY AND THE PROCEEDS THEREOF, NOW OR HEREAFTER HELD OR
RECEIVED BY OR IN TRANSIT TO LENDER FROM OR FOR BORROWER, AND ALSO UPON ANY AND
ALL DEPOSITS (GENERAL OR SPECIAL, MATURED OR UNMATURED) AND CREDITS OF BORROWER
AGAINST LENDER AT ANY TIME EXISTING. UPON THE OCCURRENCE OF ANY EVENT OF DEFAULT
AS SPECIFIED ABOVE, LENDER IS HEREBY AUTHORIZED AT ANY TIME AND FROM TIME TO
TIME, WITHOUT NOTICE TO BORROWER, THE BANK, OR THE OTHER SUBSIDIARIES, TO SET
OFF, APPROPRIATE, AND APPLY ANY AND ALL ITEMS HEREINABOVE REFERRED TO AGAINST
ANY OR ALL INDEBTEDNESS OF BORROWER TO LENDER UNDER THIS AGREEMENT AND THE OTHER
LOAN DOCUMENTS, WHETHER NOW EXISTING OR HEREAFTER ARISING.
LENDER SHALL GIVE
WRITTEN NOTICE TO BORROWER OF SUCH SETOFF APPROPRIATION OR APPLICATION AFTER
SUCH SETOFF, APPROPRIATION OR APPLICATION OCCURS.
8.
MISCELLANEOUS.
8.1
NO WAIVER.
NO DELAY OR FAILURE ON THE PART OF LENDER OR ON THE PART
OF ANY HOLDER OF THE NOTE