OF SECTION 3.7 HEREOF;
(B)
IF BORROWER FAILS (A) TO PAY (1) THE OUTSTANDING INDEBTEDNESS ON
THE MATURITY DATE OR (2) THE FEES THEN DUE AND PAYABLE TO COLLATERAL AGENT
PURSUANT TO THE FEE LETTER ON ANY PAYMENT DATE; OR (B) TO DEPOSIT INTO THE
COLLECTION ACCOUNT, THE AMOUNT REQUIRED PURSUANT TO SECTION 3.7(B),
RESPECTIVELY;
(C)
IF BORROWER FAILS TO MAKE ANY REQUIRED DEPOSIT TO A RESERVE
ACCOUNT OR TO PAY ANY OTHER AMOUNT PAYABLE PURSUANT TO THIS AGREEMENT OR ANY
OTHER LOAN DOCUMENT WHEN DUE AND PAYABLE IN ACCORDANCE WITH THE PROVISIONS
HEREOF OR THEREOF, AS THE CASE MAY BE, AND SUCH FAILURE CONTINUES FOR TEN
(10) DAYS AFTER AGENT DELIVERS WRITTEN NOTICE THEREOF TO BORROWER;
(D)
IF ANY REPRESENTATION OR WARRANTY MADE HEREIN OR IN ANY OTHER LOAN
DOCUMENT, OR IN ANY REPORT, CERTIFICATE, FINANCIAL STATEMENT OR OTHER
INSTRUMENT, AGREEMENT OR DOCUMENT FURNISHED BY BORROWER, GENERAL PARTNER, 4200
HOLDINGS OR GUARANTOR IN CONNECTION WITH THIS AGREEMENT, THE NOTE, THE GUARANTY
OR ANY OTHER LOAN DOCUMENT EXECUTED AND DELIVERED BY ANY BORROWER, GENERAL
PARTNER, 4200 HOLDINGS OR GUARANTOR SHALL BE FALSE IN ANY MATERIAL RESPECT AS OF
THE DATE SUCH REPRESENTATION OR WARRANTY WAS MADE (OR IF SUCH REPRESENTATION OR
WARRANTY RELATES TO AN EARLIER DATE, THEN AS OF SUCH EARLIER DATE);
(E)
IF BORROWER, GENERAL PARTNER, 4200 HOLDINGS OR THE GUARANTOR MAKES
AN ASSIGNMENT FOR THE BENEFIT OF CREDITORS;
(F)
IF A RECEIVER, LIQUIDATOR OR TRUSTEE SHALL BE APPOINTED FOR
BORROWER OR THE GUARANTOR OR IF BORROWER OR THE GUARANTOR SHALL BE ADJUDICATED A
BANKRUPT OR INSOLVENT, OR IF ANY PETITION FOR BANKRUPTCY, REORGANIZATION OR
ARRANGEMENT PURSUANT TO FEDERAL BANKRUPTCY LAW, OR ANY SIMILAR FEDERAL OR STATE
LAW, SHALL BE FILED BY OR AGAINST, CONSENTED TO, OR ACQUIESCED IN BY, BORROWER
OR THE GUARANTOR, OR IF ANY PROCEEDING FOR THE DISSOLUTION OR LIQUIDATION OF
BORROWER OR THE GUARANTOR SHALL BE INSTITUTED; PROVIDED, HOWEVER, THAT IF SUCH
APPOINTMENT, ADJUDICATION, PETITION OR PROCEEDING WAS INVOLUNTARY AND NOT
CONSENTED TO BY BORROWER OR THE GUARANTOR, UPON THE SAME NOT BEING DISCHARGED,
STAYED OR DISMISSED WITHIN NINETY (90) DAYS, OR IF BORROWER OR THE GUARANTOR
SHALL GENERALLY NOT BE PAYING ITS DEBTS AS THEY BECOME DUE;
(G)
IF BORROWER, GENERAL PARTNER, 4200 HOLDINGS OR GUARANTOR ATTEMPTS
TO DELEGATE ITS OBLIGATIONS OR ASSIGN ITS RIGHTS UNDER THIS AGREEMENT, THE
GUARANTY, ANY OF THE OTHER
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LOAN DOCUMENTS OR ANY INTEREST HEREIN OR THEREIN, OR IF ANY TRANSFER OCCURS
OTHER THAN IN ACCORDANCE WITH OR AS PERMITTED UNDER THIS AGREEMENT;
(H)
IF ANY PROVISION OF THE ORGANIZATIONAL AGREEMENT AFFECTING THE
PURPOSE FOR WHICH THE BORROWER, 4200 HOLDINGS OR GENERAL PARTNER IS FORMED IS
AMENDED OR MODIFIED IN ANY MATERIAL RESPECT WHICH IS REASONABLY LIKELY TO
ADVERSELY AFFECT THE LENDERS, AGENT OR COLLATERAL AGENT, OR IF BORROWER, 4200
HOLDINGS OR GENERAL PARTNER FAILS TO PERFORM OR ENFORCE THE PROVISIONS OF THE
ORGANIZATIONAL AGREEMENT AND SUCH FAILURE HAS A MATERIAL ADVERSE EFFECT OR
ATTEMPTS TO DISSOLVE BORROWER WITHOUT AGENT'S CONSENT;
(I)
IF AN EVENT OF