IN ANY LOAN DOCUMENT, OR IN ANY REPORT, CERTIFICATE,
FINANCIAL STATEMENT OR OTHER INSTRUMENT, AGREEMENT OR DOCUMENT FURNISHED BY
BORROWER OR GUARANTOR IN CONNECTION WITH ANY LOAN DOCUMENT, SHALL BE FALSE OR
MISLEADING IN ANY MATERIAL RESPECT AS OF THE DATE THE REPRESENTATION OR WARRANTY
WAS MADE;
(F)
BORROWER OR GUARANTOR SHALL (I) MAKE AN
ASSIGNMENT FOR THE BENEFIT OF CREDITORS, OR (II) SHALL GENERALLY NOT BE PAYING
ITS DEBTS AS THEY BECOME DUE;
(G)
A RECEIVER, LIQUIDATOR OR TRUSTEE SHALL BE
APPOINTED FOR BORROWER OR GUARANTOR; OR BORROWER OR GUARANTOR SHALL BE
ADJUDICATED A BANKRUPT OR INSOLVENT; OR 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 GUARANTOR, AS THE CASE MAY BE; OR ANY PROCEEDING FOR THE
DISSOLUTION OR LIQUIDATION OF BORROWER OR GUARANTOR SHALL BE INSTITUTED;
PROVIDED HOWEVER, IF SUCH APPOINTMENT, ADJUDICATION, PETITION OR PROCEEDING WAS
INVOLUNTARY AND NOT CONSENTED TO BY BORROWER OR GUARANTOR, AS THE CASE MAY BE,
ONLY UPON THE SAME NOT BEING DISCHARGED, STAYED OR DISMISSED WITHIN 60 DAYS;
(H)
BORROWER BREACHES ANY COVENANT CONTAINED IN
SECTIONS 5.12.1 (A) - (F), 5.13, 5.15, 5.22 (OTHER THAN FAILURE TO PAY TRADE
PAYABLES WITHIN 60 DAYS IF DUE TO LACK OF AVAILABLE FUNDS), 5.25 OR 5.28;
(I)
EXCEPT AS EXPRESSLY PERMITTED HEREUNDER,
THE ALTERATION, IMPROVEMENT, DEMOLITION OR REMOVAL OF ALL OR ANY OF PORTION OF
THE IMPROVEMENTS WITHOUT THE PRIOR WRITTEN CONSENT OF LENDER (IF SUCH CONSENT IS
REQUIRED PURSUANT TO THE TERMS OF THIS AGREEMENT);
(J)
AN EVENT OF DEFAULT AS DEFINED OR
DESCRIBED ELSEWHERE IN THIS AGREEMENT OR IN ANY OTHER LOAN DOCUMENT OCCURS;
(K)
A DEFAULT OCCURS UNDER ANY TERM, COVENANT
OR PROVISION SET FORTH HEREIN OR IN ANY OTHER LOAN DOCUMENT WHICH SPECIFICALLY
CONTAINS A NOTICE REQUIREMENT OR GRACE PERIOD AND SUCH NOTICE HAS BEEN GIVEN AND
SUCH GRACE PERIOD HAS EXPIRED;
(L)
ANY OF THE ASSUMPTIONS CONTAINED IN ANY
SUBSTANTIVE NON-CONSOLIDATION OPINION, DELIVERED TO LENDER BY BORROWER'S COUNSEL
IN CONNECTION WITH THE LOAN OR OTHERWISE
66
HEREUNDER, WERE NOT TRUE AND CORRECT AS OF THE DATE OF SUCH OPINION OR
THEREAFTER BECAME UNTRUE OR INCORRECT;
(M)
IF KEY PRINCIPAL FAILS TO CONTROL (AS DEFINED
IN CLAUSE (II) OF THE DEFINED TERM "CONTROL" IN SECTION 1.1) THE MANAGER AND THE
DAY TO DAY MANAGEMENT AND OPERATIONS OF THE PROPERTY (UNLESS THE MANAGER IS
REPLACED WITH A SUCCESSOR MANAGER IN ACCORDANCE WITH AND SUBJECT TO SATISFACTION
OF THE TERMS AND CONDITIONS SET FORTH IN SECTION 5.12.2);
(N)
IF BORROWER FAILS TO PAY ANY AMOUNT PAYABLE
PURSUANT TO ANY OF THE CONDOMINIUM DOCUMENTS WHEN DUE AND PAYABLE IN ACCORDANCE
WITH THE PROVISIONS THEREOF AND SUCH FAILURE CONTINUES FOR TEN (10) DAYS AFTER
WRITTEN NOTICE THEREOF TO BORROWER;
(O)
IF A CONDOMINIUM DEFAULT OCCURS;
(P)
FAILURE BY BORROWER TO PROVIDE EITHER (I)
CASH OR (II) THE BANK OF AMERICA LEASE LETTER OF CREDIT AS REQUIRED UNDER
SECTION 3.14;
(Q)