OR INVESTMENTS OR THE SALE, ASSIGNMENT,
TRANSFER OR OTHER DISPOSITION OF PROPERTY (EXCEPT WITH RESPECT TO CAPITALIZED
LEASE OBLIGATIONS AND INDEBTEDNESS PERMITTED BY SECTION 6.2(E), AND THEN ONLY
WITH RESPECT TO THE PROPERTY ENCUMBERED THEREBY), OR WHICH IMPOSES ANY FINANCIAL
COVENANTS ON THE BORROWER OR ANY SUBSIDIARY.
6.11
SALE-LEASEBACK TRANSACTIONS.
THE BORROWER SHALL NOT, AND SHALL NOT
PERMIT ANY SUBSIDIARY TO, SELL, ASSIGN OR OTHERWISE TRANSFER ANY OF ITS
PROPERTIES, RIGHTS OR ASSETS (WHETHER NOW OWNED OR HEREAFTER ACQUIRED) TO ANY
PERSON AND THEREAFTER DIRECTLY OR INDIRECTLY LEASE BACK THE SAME OR SIMILAR
PROPERTY.
6.12
UNFUNDED LIABILITIES.
THE BORROWER SHALL NOT PERMIT UNFUNDED
LIABILITIES FOR ANY AND ALL PLANS MAINTAINED FOR OR COVERING EMPLOYEES OF THE
BORROWER OR ANY SUBSIDIARY TO EXCEED $500,000 IN THE AGGREGATE AT ANY TIME.
6.13
LINE OF BUSINESS.
NEITHER THE BORROWER NOR ANY OF ITS SUBSIDIARIES
SHALL ENGAGE IN ANY BUSINESS OTHER THAN AS DESCRIBED IN SECTION 3.18.
SECTION 7.
EVENTS OF DEFAULT
If any of the following events shall occur and be continuing:
(A)
THE BORROWER SHALL FAIL TO PAY ANY PRINCIPAL OF ANY NOTE WHEN DUE,
OR THE BORROWER SHALL FAIL TO PAY ANY INTEREST ON ANY NOTE WHEN DUE, OR ANY
OTHER AMOUNT PAYABLE
55
HEREUNDER OR UNDER ANY LOAN DOCUMENT WITHIN TWO BUSINESS DAYS AFTER ANY SUCH
INTEREST OR OTHER AMOUNT BECOMES DUE; OR
(B)
ANY REPRESENTATION OR WARRANTY MADE BY ANY LOAN PARTY HEREIN OR IN
ANY OTHER LOAN DOCUMENT, AS APPLICABLE, OR WHICH IS CONTAINED IN ANY
CERTIFICATE, DOCUMENT OR FINANCIAL OR OTHER STATEMENT FURNISHED AT ANY TIME
UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT SHALL
PROVE TO HAVE BEEN INCORRECT IN ANY MATERIAL RESPECT WHEN MADE; OR
(C)
THE BORROWER SHALL DEFAULT IN THE OBSERVANCE OR PERFORMANCE OF ANY
AGREEMENT CONTAINED IN SECTION 5.2(E), 5.4, 5.5, 5.6, 5.7, 5.13 OR 5.14, OR ANY
PROVISION OF SECTION 6; OR
(D)
ANY LOAN PARTY SHALL DEFAULT IN THE OBSERVANCE OR PERFORMANCE OF
ANY OTHER AGREEMENT CONTAINED IN THIS AGREEMENT OR THE OTHER LOAN DOCUMENTS
(OTHER THAN AS PROVIDED IN PARAGRAPHS (A) THROUGH (C) OF THIS SECTION), AND SUCH
DEFAULT SHALL CONTINUE UNREMEDIED FOR A PERIOD OF 30 DAYS AFTER THE EARLIER OF
(I) NOTICE THEREOF FROM THE AGENT TO THE BORROWER AND (II) ACTUAL KNOWLEDGE
THEREOF BY A RESPONSIBLE OFFICER OF SUCH LOAN PARTY, AS APPLICABLE; OR
(E)
ANY MATERIAL PROVISION OF ANY LOAN DOCUMENT SHALL AT ANY TIME FOR
ANY REASON BE DECLARED NULL AND VOID, OR THE VALIDITY OR ENFORCEABILITY OF ANY
LOAN DOCUMENT SHALL AT ANY TIME BE CONTESTED BY ANY LOAN PARTY IN WRITING, OR A
PROCEEDING SHALL BE COMMENCED BY ANY LOAN PARTY, OR BY ANY GOVERNMENTAL
AUTHORITY OR OTHER PERSON HAVING JURISDICTION OVER ANY LOAN PARTY, SEEKING TO
ESTABLISH THE INVALIDITY OR UNENFORCEABILITY THEREOF, OR ANY LOAN PARTY SHALL
DENY IN WRITING THAT IT HAS ANY LIABILITY OR OBLIGATION PURPORTED TO BE CREATED
UNDER ANY LOAN DOCUMENT, OR ANY LOAN DOCUMENT SHALL CEASE TO BE IN FULL FORCE