BY THE BORROWERS TO PROMPTLY, PUNCTUALLY, FAITHFULLY AND TIMELY PERFORM,
DISCHARGE, OR COMPLY WITH ANY COVENANT OR LIABILITY NOT OTHERWISE DESCRIBED IN
SECTION 10-1 OR SECTION 10-2, ABOVE, AND INCLUDED IN ANY OF THE FOLLOWING
PROVISIONS HEREOF:
Section
Relates to:
5-4
Location of Collateral
5-5
Title to Assets
5-6
Indebtedness
5-7
Insurance Policies
5-12
Pay Taxes
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5-21
Affiliate Transactions
5-23
Additional Assurances
Article 7
Cash Management
Article 9
Financial Reporting Requirements and Financial Covenants
The foregoing notwithstanding, in the event an involuntary lien is placed on the
Collateral, the Borrowers shall have a thirty (30) day period within which to
obtain the release thereof (provided such lien is not prior to the Lender's lien
on such Collateral).
10-4.
FAILURE TO PERFORM COVENANT OR LIABILITY (GRACE PERIOD).
THE
FAILURE BY THE BORROWERS TO PROMPTLY, PUNCTUALLY AND FAITHFULLY PERFORM, OR
OBSERVE ANY TERM, COVENANT OR AGREEMENT ON ITS PART TO BE PERFORMED OR OBSERVED
PURSUANT TO ANY OF THE PROVISIONS OF THIS AGREEMENT, OTHER THAN THOSE DESCRIBED
IN SECTIONS 10-1, 10-2 OR 10-3, OR IN ANY OTHER AGREEMENT WITH LENDER WHICH IS
NOT REMEDIED WITHIN THE EARLIER OF TEN (10) DAYS AFTER (I) NOTICE THEREOF BY
LENDER TO BORROWERS, OR (II) THE DATE BORROWERS WERE REQUIRED TO GIVE NOTICE TO
LENDER PURSUANT TO SECTION 9-3(A)(VI) HEREOF.
10-5.
MISREPRESENTATION.
THE GOOD FAITH DETERMINATION BY THE LENDER THAT
ANY REPRESENTATION OR WARRANTY AT ANY TIME MADE BY ANY BORROWER TO THE LENDER
WAS NOT TRUE OR COMPLETE IN ALL MATERIAL RESPECTS WHEN GIVEN.
10-6.
ACCELERATION OF OTHER DEBT. BREACH OF LEASE.
THE OCCURRENCE OF ANY
EVENT SUCH THAT ANY INDEBTEDNESS OF ANY BORROWER TO ANY CREDITOR OTHER THAN THE
LENDER IS ACCELERATED OR, WITHOUT THE CONSENT OF SUCH BORROWER, ANY LEASE IS
BREACHED AND TERMINATED.
10-7.
DEFAULT UNDER OTHER AGREEMENTS.
THE OCCURRENCE OF ANY BREACH OR
DEFAULT UNDER ANY AGREEMENT BETWEEN THE LENDER AND THE BORROWERS OR INSTRUMENT
OR PAPER GIVEN THE LENDER BY THE BORROWERS, WHETHER SUCH AGREEMENT, INSTRUMENT,
OR PAPER NOW EXISTS OR HEREAFTER ARISES, CONTINUING BEYOND ANY APPLICABLE CURE
OR GRACE PERIOD THEREUNDER, (NOTWITHSTANDING THAT THE LENDER MAY NOT HAVE
EXERCISED ITS RIGHTS UPON DEFAULT UNDER ANY SUCH OTHER AGREEMENT, INSTRUMENT OR
PAPER).
10-8.
CASUALTY LOSS, NON-ORDINARY COURSE SALES.
THE OCCURRENCE OF ANY
(A) UNINSURED LOSS, THEFT, DAMAGE, OR DESTRUCTION OF OR TO ANY MATERIAL PORTION
OF THE COLLATERAL, OR (B) SALE (OTHER THAN SALES IN THE ORDINARY COURSE OF
BUSINESS OR OTHERWISE PERMITTED HEREUNDER) OF ANY MATERIAL PORTION OF THE
COLLATERAL.
10-9.
JUDGMENT, RESTRAINT OF BUSINESS.
(A)
THE SERVICE OF PROCESS UPON THE LENDER OR ANY PARTICIPANT SEEKING
TO ATTACH, BY TRUSTEE, MESNE, OR OTHER PROCESS, ANY OF THE BORROWER'S FUNDS ON
DEPOSIT WITH, OR ASSETS OF ANY BORROWER IN THE POSSESSION OF, THE LENDER OR SUCH
PARTICIPANT.
(B)
THE ENTRY OF ANY JUDGMENT AGAINST ANY BORROWER, WHICH JUDGMENT IS
NOT SATISFIED (IF A MONEY JUDGMENT) OR APPEALED FROM (WITH EXECUTION OR SIMILAR
PROCESS STAYED) WITHIN FIFTEEN (15) DAYS OF ITS ENTRY.
40
(C)
THE ENTRY OF