ITS CREDITORS OR ADMITS IN WRITING ITS INABILITY TO PAY ITS
DEBTS GENERALLY AS THEY BECOME DUE;
J.
BORROWERS DEFAULT, BEYOND ANY APPLICABLE GRACE PERIOD, UNDER THE
TERMS OF THE SENIOR UNSECURED INDENTURE OR SENIOR UNSECURED NOTES IF THE EFFECT
THEREOF IS TO PERMIT THE ACCELERATION OR REQUIRE PREPAYMENT, PURCHASE OR
REDEMPTION THEREOF BY THE HOLDERS THEREOF OR BORROWERS SHALL FAIL TO MAKE ANY
PAYMENT WHEN DUE (WHETHER BY SCHEDULED MATURITY, REQUIRED PREPAYMENT, OFFER TO
PURCHASE, REDEMPTION, ACCELERATION, DEMAND OR OTHERWISE, IN EACH CASE BEYOND THE
GRACE PERIOD PROVIDED WITH RESPECT TO SUCH INDEBTEDNESS) ON THE INDEBTEDNESS
EVIDENCED BY THE WOODVIEW CITIZENS BANK DOCUMENTS OR ON ANY OTHER INDEBTEDNESS,
IF THE AGGREGATE AMOUNT OF SUCH INDEBTEDNESS IS TWO MILLION FIVE HUNDRED
THOUSAND DOLLARS ($2,500,000.00), OR MORE, OR ANY BREACH, DEFAULT OR EVENT OF
DEFAULT SHALL OCCUR, OR ANY OTHER EVENT SHALL OCCUR OR CONDITION SHALL EXIST,
UNDER ANY INSTRUMENT, AGREEMENT OR INDENTURE PERTAINING THERETO IF THE EFFECT
THEREOF IS TO ACCELERATE, THE MATURITY OF ANY SUCH INDEBTEDNESS; OR ANY SUCH
INDEBTEDNESS SHALL BE DECLARED TO BE DUE AND PAYABLE OR SHALL BE REQUIRED TO BE
PREPAID, PURCHASED OR REDEEMED (OTHER THAN BY A REGULARLY SCHEDULED REQUIRED
PREPAYMENT) PRIOR TO THE STATED MATURITY THEREOF, OR THE HOLDER OF ANY LIEN IN
ANY AMOUNT, SHALL COMMENCE FORECLOSURE OF SUCH LIEN UPON PROPERTY OF BORROWERS
HAVING A VALUE IN EXCESS OF ONE MILLION DOLLARS ($1,000,000.00) AND SUCH
FORECLOSURE
109
SHALL CONTINUE AGAINST SUCH PROPERTY TO A DATE LESS THAN THIRTY (30) DAYS PRIOR
TO THE DATE OF THE PROPOSED FORECLOSURE SALE;
K.
THE OCCURRENCE OF ANY EVENT OF DEFAULT, BEYOND ANY APPLICABLE
GRACE PERIOD, UNDER THE TERMS OF ANY AGREEMENT WITH ANY LENDER IN CONNECTION
WITH A SECURED INTEREST RATE HEDGE RELATING TO THE CREDIT FACILITY;
L.
ANY BORROWER OR ANY RESTRICTED SUBSIDIARY SHALL BE VOLUNTARILY
OR INVOLUNTARILY DIVESTED OF TITLE OR POSSESSION OF ANY COLLATERAL PROPERTY OR
SHALL LEASE OR IN ANY OTHER MANNER, VOLUNTARILY OR INVOLUNTARILY ALIENATE ANY OF
ITS INTEREST IN ANY COLLATERAL PROPERTY OR ANY PORTION OF THE HOTEL/CASINO
FACILITIES, OTHER THAN THE PERMITTED ENCUMBRANCES AND AS PERMITTED IN
SECTION 6.11 OR OTHER THAN WITHIN THE BORROWER CONSOLIDATION;
M.
THE OCCURRENCE OF ANY REPORTABLE EVENT WITH RESPECT TO A PENSION
PLAN WHICH AGENT BANK DETERMINES IN GOOD FAITH CONSTITUTES PROPER GROUNDS FOR
THE TERMINATION OF ANY PENSION PLAN BY THE PENSION BENEFIT GUARANTY CORPORATION
OR FOR THE APPOINTMENT BY AN APPROPRIATE UNITED STATES DISTRICT COURT OF A
TRUSTEE TO ADMINISTER ANY SUCH PLAN THAT WOULD RESULT IN A MATERIAL ADVERSE
CHANGE, SHOULD OCCUR AND SHOULD CONTINUE FOR THIRTY (30) DAYS AFTER WRITTEN
NOTICE OF SUCH DETERMINATION SHALL HAVE BEEN GIVEN TO BORROWERS BY AGENT BANK;
N.
COMMENCEMENT AGAINST ANY BORROWER, ANY TIME AFTER THE EXECUTION
OF THIS CREDIT AGREEMENT, OF ANY LITIGATION WHICH IS NOT STAYED, BONDED,
DISMISSED, TERMINATED OR DISPOSED OF TO THE SATISFACTION OF AGENT BANK WITHIN
NINETY (90) DAYS AFTER ITS COMMENCEMENT, AND WHICH (I) HAS A REASONABLE
PROBABILITY OF SUCCESS, AND COULD, IF SUCCESSFUL,